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Shenzhen Senior Technology Material Co., Ltd.
(A joint stock company incorporated in the People’s Republic of China with limited liability)
Stock Code6067
GLOBAL
OFFERING
Sole Sponsor, Sponsor-Overall Coordinator, Joint Global Coordinator, Joint Bookrunner and Joint Lead Manager
Overall Coordinators, Joint Global Coordinators, Joint Bookrunners and Joint Lead Managers
ʮ̡
Shenzhen Senior Technology Material Co., Ltd.


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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.
Shenzhen Senior Technology Material Co., Ltd.
深 圳 市 星 源 材 質 科 技 股 份 有 限 公 司
(A joint stock company incorporated in the Peopl e’s Republic of China with limited liability)
GLOBAL OFFERING
Number of Offer Shares under the Global Offering : 149,523,500 H Shares
Number of Hong Kong Offer Shares : 14,952,500 H Shares (subject to reallocation)
Number of International Offer Shares : 134,571,000 H Shares (subject to reallocation)
Maximum Offer Price : HK$8.98 per H Share, plus brokerage of 1.0%, SFC
transaction levy of 0.0027%, AFRC transaction levy of
0.00015% and Hong Kong Stock Exchange trading fee
of 0.00565% (payable in full on application in Hong
Kong dollars and subject to refund)
Nominal value : RMB1.00 per Share
Stock code : 6067
Sole Sponsor, Sponsor-Overall Coord inator, Joint Global Coordinator, Joi nt Bookrunner and Joint Lead Manager
Overall Coordinators, Joint Globa l Coordinators, Joint Bookrunners and Joint Lead Managers
Joint Global Coordinators, Joint B ookrunners and Joint Lead Managers
Joint Bookrunners and Joint Lead Managers
Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Li mited 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 an y loss howsoever
arising 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 ‘‘Documents Delivered to the Registrar of Companies and Available on Di splay’’ in
Appendix VI, has been registered by th e Registrar of Companies in Hong Kong as required by Sect ion 342C of the Companies (Winding Up and Miscellaneous
Provisions) Ordinance, Chapter 32 of the Laws of Hong Kong. The Securities and Futures Commission of Hong Kong and the Registrar of Companies in Hong Ko ng
take no responsibility as to the contents of this prospectus or any other documents referred to above.
The Offer Price is expected to be determined by agreement between the Overall Coordinators (for themselves and on behalf of the other Underwriters) an du so nt h e
Price Determination Date. The Price Determination Date is expected to be on or before Thursday, 18 June 2026 (Hong Kong time) and, in any event, not late rt h a n
12 : 00 noon on Thursday, 18 June 2026 (Hong Kong time). The Offer Price will not be more than HK$8.98 per Offer Share. If, for any reason, the Offer Price is not
agreed by 12 : 00 noon on Thursday, 18 June 2026 (Hong K ong time) between the Overall Coor dinators (for themselves and on be half of the other Underwriter s) and us,
the Global Offering will not proceed and will lapse.
The Overall Coordinators, on behalf of the Underwriters, and with the conse nt of our Company, may, where considered appropriate, reduce the number of Hong Kong
Offer Shares stated in this prospectus at any time prior to the morning of the last day for lodging applications under the Hong Kong Public Offering. In s uch case, an
announcement will be published on the websites of our Company and the Stock Exchange and the offer will be cancelled and relaunched at the revised numbe r of Offer
Shares and the requirements under Rule 11.13 of the Listing Rules (which include the issue of a supplemental or a new prospectus (as appropriate)), as s oon as
practicable following the decision to make such reduction, and in any event not later than the morning of the day which is the last day for lodging applic ations under the
Hong Kong Public Offering. Further details are set forth in ‘‘Structure of t he Global Offering’’ and ‘‘How to Apply for Hong Kong Offer Shares’’ in this prospectus.
The obligations of the Hong Kong Underwriters under the Hong Kong Underwri ting Agreement are subject to termination by the Sole Sponsor and the Overal l Coordinators
(on behalf of the Underwriters) if certain events occur prior to 8 : 00 a.m. on the Listing Date. Please see ‘‘Underwriting’’ for further details.
The Offer Shares have not been and will not be registered under the U.S. Securities Act or any state securities laws of the United States and may not be off ered, sold,
pledged or transferred in the United States, except in transactions exempt from, or in a transaction not subject to, the registration requirements of the U.S. Securities
Act and applicable U.S. state securities laws. The Offer Shares are being offered and sold outside the United States in offshore transactions in relia nce on Regulation S
under the U.S. Securities Act.
ATTENTION
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 p ublic in
relation to the Hong Kong Public Offering.
This prospectus is available at the websites of the Stock Exchange ( www.hkexnews.hk ) and our Company (www.senior798.com) . If you require a printed copy of this
prospectus, you may download and print from the website addresses above.
12 June 2026
IMPORTANT


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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 in relation to the Hong Kong Public Offering.
This prospectus is available at the website of the Stock Exchange at www.hkexnews.hk under
the ‘‘HKEXnews > New Listings > New Listing In formation’’ section, and our website at
www.senior798.com . You may download and print from these website addresses if you want a
printed copy of this prospectus.
To apply for the Hong Kong Offer Shares, you may:
(1) apply online via the White Form eIPO service at
www.eipo.com.hk ;o r
(2) apply electronically through the HKS CC 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 applicatio n 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 an d 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 stated
above.
Please see the section headed ‘‘How to Apply fo r Hong Kong Offer Shares’’ in this prospectus
for further details on the procedures through which you can apply for the Hong Kong Offer
Shares electronically.
Your application through the White Form eIPO service or the HKSCC EIPO channel must
be made for a minimum of 500 Hong Kong Offer Shares and in multiples of that number of Hong
Kong Offer Shares as set out in the table below. No application for any other number of Hong
Kong Offer Shares will be considered and suc h an application is liable to be rejected.
IMPORTANT
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If you are applying through the White Form eIPO service, you may refer to the table below
for the amount payable for the number of Shares you have selected. You must pay the respective
amount payable on application in full upo n application for Hong Kong Offer Shares.
If you are applying through the HKSCC EIPO channel, your broker or custodian may
require you to pre-fund your application i n such amount as determined by the broker or
custodian, based on the applicable laws and regul ations in Hong Kong. You are responsible for
complying with any such pre-funding require ment imposed by your broker or custodian with
respect to the Hong Kong Offer Shares you applied for.
No. of
Hong Kong Offer
Shares applied for
Amount
payable (2)
on application
No. of
Hong Kong Offer
Shares applied for
Amount
payable (2)
on application
No. of
Hong Kong Offer
Shares applied for
Amount
payable (2)
on application
No. of
Hong Kong Offer
Shares applied for
Amount
payable (2)
on application
HK$ HK$ HK$ HK$
500 4,535.28 6,000 54,423.37 70,000 634,939.43 2,000,000 18,141,126.60
1,000 9,070.56 7,000 63,493.94 80,000 725,645.07 2,500,000 22,676,408.26
1,500 13,605.84 8,000 72,564.51 90,000 816,350.69 3,000,000 27,211,689.90
2,000 18,141.12 9,000 81,635.07 100,000 907,056.34 3,500,000 31,746,971.56
2,500 22,676.41 10,000 90,705.62 200,000 1,814,112.65 4,000,000 36,282,253.20
3,000 27,211.69 20,000 181,411.27 300,000 2,721,168.99 4,500,000 40,817,534.86
3,500 31,746.98 30,000 272,116.89 400,000 3,628,225.32 5,000,000 45,352,816.50
4,000 36,282.25 40,000 362,822.53 500,000 4,535,281.66 5,500,000 49,888,098.16
4,500 40,817.53 50,000 453,528.16 1,000, 000 9,070,563.30 6,000,000 54,423,379.80
5,000 45,352.82 60,000 544,233.80 1,500,000 13,605,844.96 7,476,000
(1) 67,811,531.23
(1) Maximum number of Hong Kong Offer Share you may apply for.
(2) The amount payable is inclusive of brokerage, SFC tr ansaction levy, the Stock Exchange trading fee and
AFRC transaction levy. If your application is successfu l, brokerage will be paid to the Exchange Participants
(as defined in the Listing Rules) and the SFC transac tion levy, the Stock Exchange trading fee and AFRC
transaction levy are paid to the Stock Exchange (in t he case of the SFC transaction levy, collected by the
Stock Exchange on behalf of the SFC; and in the case of the AFRC transaction levy, collected by the Stock
Exchange on behalf of the AFRC).
IMPORTANT
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If there is any change in the following expected timetable of the Global Offering, we will issue
an announcement on the website of our Company at www.senior798.com and the website of the Stock
Exchange at www.hkexnews.hk .
Hong Kong Public Offering commences . . . . . . . . . . . . . . . . 9 : 00 a.m. on Friday, 12 June 2026
Latest time for completing electronic applications via the
White Form eIPO service through the designated website
at www.eipo.com.hk (2) .................................1 1 : 3 0a . m .o nW e d n e s d a y ,
17 June 2026
Application lists of the Hong Kong Public Offering open (3) ..................1 1 : 4 5a . m .o n
Wednesday, 17 June 2026
Latest time for (a) completing full payment of application
monies via the White Form eIPO service, or; (b) giving
electronic application instructions to HKSCC (4) ............... 1 2 : 0 0n o o no nW e d n e s d a y ,
17 June 2026
If you are instructing your broker or custodian who is a HKSCC Participant to submit HKSCC
EIPO applications on your behalf through HKS CC’s FINI system in accordance with your
instruction, you are advised to contact your broker or custodian for the latest time for giving such
instructions which may be different from the latest time as stated above.
Application lists of the Hong Kong Public Offering close (3) ................ 1 2 : 0 0n o o no n
Wednesday, 17 June 2026
Expected Price Determination Date (5) ..............................b y1 2 : 0 0n o o no n
Thursday, 18 June 2026
Announcement 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 the Hong Kong Offer Shares
to be published on the website of our Company at
www.senior798.com (6) and the website of the Stock
Exchange at www.hkexnews.hk ............................ n ol a t e rt h a n1 1 : 0 0p . m .
on Monday, 22 June 2026
Results of allocations in the Hong Kong Pub lic Offering (with successful applicants’
identification document numbers, where app ropriate) to be available through a variety of
channels, including:
. from ‘‘Allotment Results’’ page in the designated
results of allocations website at www.iporesults.com.hk
(alternatively: www.eipo.com.hk/eIPOAllotment )w i t h
a‘ ‘ s e a r c hb yI D ’ ’f u n c t i o nf r o m(7) ...................1 1 : 0 0p . m .o nM o n d a y ,2 2J u n e
2026 to 12 : 00 midnight
on Sunday, 28 June 2026
EXPECTED TIMETABLE (1)
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. The Stock Exchange’s website at www.hkexnews.hk and
our website at www.senior798.com (6) which will provide
links to the above mentioned websites of the H Share
R e g i s t r a r ......................................... n ol a t e rt h a n1 1 : 0 0p . m .
on Monday, 22 June 2026
. from the allocation results telephone enquiry
line by calling +852 2862 8555 between 9 : 00 a.m. and
6 : 0 0p . m . ........................................o nT u e s d a y ,2 3J u n e2 0 2 6 ,
Wednesday, 24 June 2026,
Thursday, 25 June 2026,
and Friday, 26 June 2026
H Share certificates in respect of wholly or partially
successful applications to be dispatched or deposited into
CCASS
(7)(9) .................................. o no rb e f o r eM o n d a y ,2 2J u n e2 0 2 6
White Form e-Refund payment instruc tions/refund cheques
in respect of wholly or partially successful applications if
the final Offer Price is less than the maximum Offer Price
per Offer Share initially paid on application (if
applicable), or wholly/partia lly unsuccessful applications
to be dispatched/collected on or before
(8)(9) ...........................o no rb e f o r e
Tuesday, 23 June 2026
Dealings in the H Shares on the Stock Exchange expected to
c o m m e n c ea t ................................................... 9 : 0 0a . m .
on Tuesday, 23 June 2026
Notes:
(1) Unless otherwise stated, all times and dates refer to Hong Kong local times and dates.
(2) You will not be permitted to submit your application under the White Form eIPO service through the designated
website at
www.eipo.com.hk after 11 : 30 a.m. on the last day for submitting applications. If you have already submitted
your application and obtained an application reference number from the designated website prior to 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 submitting applicatio ns, when the application lists close.
(3) If there is a ‘‘black’’ rainstorm warning or a tropica l cyclone warning signal num ber 8 or above and/or Extreme
Conditions (collectively, ‘‘ Severe Weather Signal ’’) in force in Hong Kong at any time between 9 : 00 a.m. and 12 : 00
noon on Wednesday, 17 June 2026, the appli cation lists will not open or close on that day. For further details, see ‘‘How
to Apply for Hong Kong Offer Shares — E. Severe Weather Arrangements.’’
(4) Applicants who apply for Hong Kong Offer Shares via HKSCC EIPO channel should refer to ‘‘How to Apply for Hong
Kong Offer Shares — A. Application for Hong Kong Offer S hares — 2. Application Channels’’ of this prospectus
(5) The Price Determination Date is expected to be on or befo re Thursday, 18 June 2026. If, for any reason, the Offer Price
is not agreed between the Overall Coordinators (for themselves and on behalf of the other Underwriters) and us by
12 : 00 noon on Thursday, 18 June 2026, the Global Offering will not proceed and will lapse.
(6) Neither of the websites nor any of the information contained on the websites forms part of this prospectus.
(7) H Share certificates will only become valid evidence of ti tle at 8 : 00 a.m. on the Listing Date provided that the Global
Offering has become unconditional and the right of ter mination described in ‘‘Underwriting — Underwriting
Arrangements and Expenses — Hong Kong Public Offering — Grounds for Termination’’ has not been exercised.
Investors who trade the H Shares on the basis of publicly available allocation details prior to the receipt of H Share
certificates or prior to the H Share ce rtificates becoming valid evidence of title do so entirely at their own risk.
(8) White Form e-Refund payment instructions/refund cheques will be issued in respect of wholly or partially successful
applications if the final Offer Price is less than the maximum Offer Price per Offer Share init ially paid on application (if
applicable), or wholly or partially unsuccessful application.
EXPECTED TIMETABLE (1)
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(9) Applicants who have applied for Hong Kong Offer Shares through the HKSCC EIPO channel should refer to ‘‘How to
Apply for Hong Kong Offer Shares — D. Dispatch/Collection of H Share Certificates and Refund of Application
Monies’’ for details.
Applicants who have applied through the White Form eIPO service and paid their applications monies through single
bank accounts may have refund monies (if any) dispa tched to the designated bank account in the form of White Form
e-Refund payment instructions. Applicants who have applied through the White Form eIPO service and paid their
application monies through multiple bank accounts may h ave refund monies (if any) dispatched to the address as
specified in their application instructions in the form of refund cheques in favour of the applicant (or, in the case of
joint applications, the first-named applicant) by ordinary post at their own risk.
Further information is set out in ‘‘How to Apply for Hong Kong Offer Shares — D. Dispatch/Collection of H Share
Certificates and Refund of Application Monies.’’
The above expected timetable is a summary only. For further details of the structure of the Global
Offering, including its conditions, and the procedures for applications for Hong Kong Offer Shares, see
‘‘Structure of the Global Offering’’ and ‘‘How to Apply for Hong Kong Offer Shares’’ in this
prospectus.
If the Global Offering does not become unconditional or is terminated in accordance with its
terms, the Global Offering will not proceed. In su ch case, our Company will make an announcement
as soon as practicable thereafter.
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 authorised 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
authorised by us, the Sole Sponsor, the Sponsor-Overall Coordinator, the Overall Coordinators, the
Joint Global Coordinators, the Joint Bookrunners, the Joint Lead Managers, the Underwriters, the
Capital Market Intermediaries, 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. Information
contained in our website, located at
www.senior798.com, does not form part of this prospectus.
EXPECTED TIMETABLE ......................................................... i i i
CONTENTS ...................................................................... v i
SUMMARY ....................................................................... 1
DEFINITIONS .................................................................... 1 9
GLOSSARY OF TECHNICAL TERMS ............................................. 2 8
FORWARD-LOOKING STATEMENTS ............................................. 3 4
RISK FACTORS .................................................................. 3 6
INFORMATION ABOUT THIS PROSPE CTUS AND THE GLOBAL OFFERING ..... 6 0
WAIVERS ........................................................................ 6 4
DIRECTORS AND PARTIES INVOL VED IN THE GLOBAL OFFERING ............ 7 4
CORPORATE INFORMATION .................................................... 8 0
INDUSTRY OVERVIEW .......................................................... 8 2
REGULATORY OVERVIEW ....................................................... 9 5
HISTORY AND CORPORATE STRUCTURE ....................................... 1 0 7
BUSINESS ........................................................................ 1 1 4
RELATIONSHIP WITH OUR SINGLE LARGEST SHAREHOLDERS ............... 1 8 7
CONNECTED TRANSACTIONS ................................................... 1 9 1
DIRECTORS AND SENIOR MANAGEMENT ...................................... 1 9 7
SUBSTANTIAL SHAREHOLDERS ................................................. 2 1 0
CONTENTS
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SHARE CAPITAL ................................................................. 2 1 1
CORNERSTONE INVESTORS ..................................................... 2 1 3
FINANCIAL INFORMATION ...................................................... 2 2 1
FUTURE PLANS AND USE OF PROCEEDS ....................................... 2 5 7
UNDERWRITING ................................................................. 2 6 0
STRUCTURE OF THE GLOBAL OFFERING ....................................... 2 6 8
HOW TO APPLY FOR HONG KONG OFFER SHARES ............................ 2 7 5
APPENDIX I — ACCOUNTANTS’ REPORT .................................... I - 1
APPENDIX IA — UNAUDITED INTER IM FINANCIAL I NFORMATION .......... I A - 1
APPENDIX II — UNAUDITED PRO FORMA FINANCIAL INFORMATION ...... I I - 1
APPENDIX III — PROPERTY VALUATION REPORT ........................... III-1
APPENDIX IV — SUMMARY OF ARTICLES OF ASSOCIATION
OF THE COMPANY ....................................... I V - 1
APPENDIX V — STATUTORY AND GENERAL INFORMATION ................ V - 1
APPENDIX VI — DOCUMENTS DELIVERED TO THE REGISTRAR
OF COMPANIES AND AVAILABLE ON DISPLAY .......... V I - 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 in the Offer Shares. Some of the particular risks
in investing in the Offer Shares are set out in the s ection headed ‘‘Risk Factors’’ in this prospectus.
You should read that section carefully before you decide to invest in the Offer Shares.
OVERVIEW
We are a lithium-ion battery separator man ufacturer. We were founded in 2003 and
accumulated more than 20 years of industry experi ence in research and development, production
and sales of lithium-ion battery separators. Separator is one of the core components of lithium-ion
battery with the function of preventing physica l contact between electrodes while serving as the
electrolyte reservoir to enable ionic transport. It d irectly affects the quality, safety and production
cost of a lithium-ion battery.
The battery separator market in Chinese Mainland has maintained a steady growth trend in
recent years benefiting from positive impacts, suc h as the increasing shipment volume of new energy
vehicle (NEV), rapid growth in energy storage, and other rising of end-use demand. From 2021 to
2025, the shipment volume of battery separator i n Chinese Mainland increased from 7.6 billion m
2 to
approximately 34.6 billion m 2, representing a CAGR of 46.1%. During the Track Record Period, the
majority of our revenue was derived from the PRC, with a CAGR of 16.9% from 2023 to 2025.
During the Track Record Period, our revenu e increased by 36.7% fr om RMB2,981.9 million in
2023 to RMB4,076.8 million in 2025, representin g a CAGR of 16.9%, primarily due to the increase
in shipment volume of our coated separators and wet process separators driven by growing
downstream demand. During the same period, our ov erall average selling price of separator products
decreased from 2023 to 2024 and then remained gener ally stable in 2025, while the average selling
prices of wet process separators and coated separators continued to decline from 2024 to 2025. This
decrease was mainly attributable to intensified m arket competition as a result of supply-demand
imbalances in China. In line with the decline in a verage selling prices, our gross profit margin
decreased from 43.3% in 2023 to 28.1% in 2024, and further to 21.7% in 2025, also trended
downwards during the Track Record Period. Going forward, we plan to proactively expand our
overseas markets, where the sellin g prices of our products are generally more favourable than in the
domestic market. According to Frost & Sullivan, the oversupply and overcapacity situation in the
battery separator industry led to an industry-wide d ecline in average selling prices during the Track
Record Period, and the decrease in our average sellin g prices was consistent with the overall industry
trend. According to Frost & Sulli van, the average selling prices of s eparators in China are expected
to stabilise and slightly increase after 2026.
As an early entrant in the lithium-ion battery sector, we have established ourselves as a
recognised supplier within the global lithium-ion battery separator market. Our unique position as
one of the few companies with independent equipme nt research and design cap abilities, together with
our proprietary microporosity forming technology, has enabled us to build competitive battery
separator production lines. We excel in many key p erformance indicators for battery separators,
including thickness, porosity, thermal shrinkage, breathability and puncture strength. Utilising our
technological expertise and commitment to qualit y, we serve world-leading lithium-ion battery
manufacturers such as LG Energy Solution, Samsung SDI, AESC, Murata, SK On, SAFT, CATL,
BYD, Gotion High-tech, CALB, EV E Energy and Sunwoda. According to Frost & Sullivan, we are
the first Chinese company to master the dry proces s uniaxial stretching technology for lithium-ion
battery separators.
SUMMARY
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According to Frost & Sullivan, our lithium-ion battery separator shipment volume ranked
second globally for the last six years consecutive ly, with our global market share increasing from
11.0% in 2020 to 11.6% in 2025. In 2025, our Group accounted for a market share of approximately
13.5%, and ranked second in the Chinese Mainland battery separator market, according to Frost &
Sullivan. We are the first and one of the few enterpri ses in Chinese Mainland with capabilities in all
three types of lithium-ion battery separator pro duction technologies, namely dry process, wet
process and coated process separators. In 2025, our Group accounted for a market share of
approximately 21.5% in the global dry process battery separator market and 9.0% in the global wet
process battery separator market, ranking f irst and fourth globally by shipment volume,
respectively.
We have developed a clear plan for a comprehen sive network encompassing production, R&D
and customer engagement. Currently, we have established five manufacturing bases within the PRC.
Our overseas manufacturing bases in Europe, Southeast Asia and the U.S. are under construction,
demonstrating our commitment to a g lobal footprint. In terms of in novation, we have established
R&D centres in the PRC, Japan and Sweden. Our expanding network supports a broad customer
base, including more than 100 leading lithium- ion battery manufacturers worldwide. We have
established stable relationships with all the world’s top ten lithium-ion battery manufacturers in
2025 and are one of the few battery separator com panies that supply to all of the world’s top ten
lithium-ion battery manufacturers according to Frost & Sullivan.
We are committed to advancing industrial upgr ades through the application of advanced
technologies, not only in the lithium-ion battery separator industry but also membranes in other
fields. Building on our extensive expertise in lit hium-ion battery separators and guided by our core
strategy of ‘‘in-depth technology + diverse ap plications,’’ we have developed a portfolio of
solid-state electrolyte membranes and other functional membranes that spans various scenarios.
Solid-state electrolyte membrane are a type of batte ry separator used primarily in next-generation
batteries. Unlike traditional batteries that use a liquid electrolyte, our solid-state electrolyte
membranes employ a solid material to conduct i ons between the battery ’s anode and cathode.
Through our advanced technologies in functional m embranes, including heat exchange membranes
for air ventilation and energy recovery systems, w aterproof and breathable membranes for outdoor
apparel and water treatment membranes for munici pal water treatment, we aim to provide reliable
material solutions for relevant high-value indust ries, including green energy and semiconductors.
Our planned expansion into the semiconductor materials sector is an extension of our existing
expertise in advanced materials, pa rticularly those supporting the lithium-ion battery industry. See
‘‘Business — Our Core Technologies ’’. We believe that we are well positioned to support the new
business line considering the following factors. First, our robust R&D infrastructure, including
proven experience and in-house experts in poly mer chemistry and membrane science, provides a
strong foundation to support this diversification ; where new expertise is required, we can readily
expand its R&D team. Second, our in-house equip ment design capabilities allow for tailored
machinery development, ensuring flexibility an d speed in adapting to semiconductor sector needs.
Many existing production lines, originally used fo r high-precision membrane fabrication, can be
reconfigured for semiconductor material manufact uring, reducing significant new investment and
enabling faster deployment. Third, there is consid erable overlap in raw materials and core processing
technologies, supporting knowledge transfer and operational efficiency. Fourth, our established
global customer relationships, including with c ompanies already operating in or adjacent to the
semiconductor industry, open up valuable pathways to potential customers in the new sector.
Finally, our rigorous quality control systems and exp erience in meeting international standards align
well with the requirements of the semiconductor in dustry, allowing for a smooth expansion into this
business.
SUMMARY
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Below is an overview of our achievements.
Global Market Share
11.6%
Market share in 2025 in terms of total shipment
volume
Wet Process Ranked Fourth
Wet process separators market share ranked fourth in
2025 by shipment volume
Dry Process Ranked First
Dry process separators market share ranked first in
2025 by shipment volume
Over 2 billion m2 as of 31 December
2025
Designed overseas annual production capacity
8 manufacturing bases
Changzhou, Jiangsu, Hefei,
Nantong, Foshan
(the above in operation)
the U.S., Malaysia, Sweden
(the above under construction)
Designed Production Capacity
R&D
First in Chinese Mainland(1)
Capabilities in dry, wet and coated process separators
manufacturing technologies
4 global R&D centres
Japan, Sweden, Shenzhen, Nantong
Among the few in the industry(1)
With self-designed equipment
Manufacturing
100+
Lithium-ion battery customers globally
Top 10
Global lithium-ion battery manufacturers have built
stable relationship with us
Customer
Note:
(1) In 2025, according to Frost & Sullivan.
COMPETITIVE STRENGTHS
We believe that our business success and market position are underpinned by the following key
strengths:
. We are a competitive lithium-ion battery separator provider, underpinned by over 20
years of R&D and a proven track record of serving world-leading battery manufacturers
. We have a comprehensive and optimised prod uct portfolio that covers comprehensive
demand of downstream lithium-ion battery customers in various scenarios
. We have established a three-pronged innovation ecosystem, enabling us to maintain our
R&D capabilities, generate numerous high-qua lity research outcomes and build extensive
technological reserves
. We are one of the few enterprises in the indu stry with independent equipment research
and design capabilities
SUMMARY
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. Our production and R&D network lay the foundation for our services to overseas
customers
. We have an experienced and visionary management team and have established a robust
talent incentive mechanism to pro mote sustainable development
GROWTH STRATEGIES
We plan to implement the following strategies:
. Continue to invest in the R&D of key technologies for lithium-ion battery separator
products, production equipment, raw materi al, solid-state battery membranes and other
functional membranes
. Strengthen our relationships with existi ng customers, accelerate overseas market
expansion and actively pursue new customers worldwide
. Actively seize opportunities in the new energy industry to further implement our global
strategies and develop global operating capabilities
. Actively expand our semiconductor materials business and explore opportunities within
the industry, insist on ‘‘new energy + semic onductors’’ policy to create a second growth
curve
OUR BUSINESS
During the Track Record Period, we offer our cu stomers a comprehensive product portfolio of
lithium-ion batteries separators that are designe d and manufactured in-house. The table below sets
forth certain details of our products.
Products Series Main Specifications Applications Advantages
Dry Process Separator
 Thickness: 3–40 μm Batteries for EVs, electric
bicycles, power tools,
consumer electronics
and energy storage
High melting point
temperature and
consistent quality
Wet Process Separator
Thickness: 3–25 μm Batteries for EVs, power
tools and high-end
consumer electronics
High strength, high
porosity and
adjustable pore size
Coated Separator
Thickness: 5–25 μm Batteries for EVs,
consumer electronics
and energy storage
batteries with higher
safety requirements
High safety, high
wettability and
adjustable coating
thickness
Our separators are widely used in lithium-ion batteries for transportation vehicles, electrical
energy storage facilities, consumer electronics s uch as smartphones and l aptops and industrial
machinery such as cranes and forklifts. Our compre hensive product offerings can meet the varied
and specific demands of our customers, namely the lithium-ion battery manufacturers, based on the
end use of their batteries.
We pride ourselves on being a reliable partner to other players in the lithium-ion battery value
chain. Given the essential role of battery separa tors in the lithium-ion battery, the downstream
lithium-ion battery manufacturers place great emp hasis on the selection of suppliers of separators.
SUMMARY
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In addition to our traditional lithium-ion batteries separators, we maintain a forward-looking
product portfolio covering semi-solid-state electrol yte separators, solid-state electrolyte membranes
and other functional membranes in non-lithium battery fields, including heat exchange membranes,
waterproof and breathable membranes and water treatment membranes, with all products estimated
to be designed and manufactured in-house. See ‘‘ Business — Our Core Technologies — Solid-State
Battery Technologies ’’ and ‘‘—Function Membrane Technologies ’’ for more details.
CORE TECHNOLOGIES
With in-house experts across various disciplines, we have independently developed a series of
key technologies in relation to the manufacturing of lithium-ion battery separators, such as the
microporosity forming tech nology and nanofibre coat ing technology. Utilising the core technologies
that we developed, we have also designed key manufacturing equipment in-house.
We have also developed key solid-s tate battery technologies, inc luding solid-state electrolyte
membranes and semi-solid-state electrolyte separat ors. Using these advancements, we have achieved
significant progress in both areas.
We are leveraging our expertise in battery sepa rators to expand into fu nctional membranes,
making advances in heat exchange, waterproof and breathable, and water treatment membranes.
RESEARCH AND DEVELOPMENT
We are dedicated in the R&D of the underlying t echnologies, product development and design
of manufacturing equipment for lithium-ion battery separators and other functional membranes. In
addition, we pay increasing attention to the R&D of other relevant products, including solid-state
electrolyte membranes and semi-solid-state electr olyte separators and semiconductor materials. We
are devoted to strengthening our R&D capabilitie s by enhancing our global R&D teams, centres and
platforms, through which we gain access to the l atest knowledge and technologies in polymer
materials, new energy, nanotechnology, lithium-i on battery and semi-solid-state and solid-state
battery.
We continue to invest substantial capital in R&D and innovation. For the years ended 31
December 2023, 2024 and 2025, our research and development expenses amounted to RMB242.5
million, RMB248.0 million and RMB278.4 million, respec tively, representing 8.1%, 7.1% and 6.8%
of our revenue for the same periods, respectively.
The manufacturing of lithium-ion battery separa tors requires expertise from various fields,
including polymer science, materials processing, nanotechnology, electrochemistry, surface and
interface science, mechanical en gineering and automatic control engineering. To support our R&D
efforts, we have assembled a team of professionals with backgroun ds in these disciplines. As at 31
December 2025, we had an R&D team of 699 members, accounting for approximately 13.7% of our
total employees.
Our R&D capabilities have enabled us to independe ntly develop a series of key technologies in
relation to the manufacturing of lithium-ion batte ry separators. Our R&D ca pabilities lay a strong
foundation for our continuous business expansio n in the mid- to high-end markets both domestically
and overseas. We will continue to strengthen our competitiveness by improving our R&D
capabilities. See ‘‘ Business — Research and Development ’’ for more details.
MANUFACTURING
The manufacturing processes of lithium-ion batte ry separators are mainly categorised by three
different manufacturing techniques: the dry process, the wet process and the coating process,
whereas coating refers to an additional process applied in base film separators produced from dry or
wet processes. We adopt a ‘‘make-to-order’’ strat egy to process customer orders and have developed
an ISO production process management control s ystem. After an order is placed by a customer, we
will develop a production plan with customised raw material formulas, arrange for procurement of
SUMMARY
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raw materials based on the plan, produce separators with suitable processes, conduct comprehensive
product quality checks and deliver our products to customers. This allows us to manage our
production cost and improve our operating efficiency.
We have established a layout of manufacturing fa cilities in several areas of Chinese Mainland
to provide our customers with a wide range of b attery separator products. To satisfy the
fast-growing demand of our overseas customers, w e plan to build new manufacturing facilities to
further expand our production capacity and provide our target customers with comprehensive
services using localised supply and support ing facilities. Our U.S., Malaysia and Sweden
manufacturing bases are under construction an d are expected to commence production from the
end of 2026 to the first half of 2027. See ‘‘ Business — Manufacturing Facilities ’’ for more details.
CUSTOMERS AND SUPPLIERS
In the years ended 31 December 2023, 2024 and 2025, our top five customers in each year
together generated RMB1,903.5 million, RMB1 ,785.9 million and RMB2, 485.0 million of revenues,
respectively, accounting for 63.8%, 50.9% and 6 0.8% of our total revenue, respectively. In 2023,
2024 and 2025, revenue from our largest custo mer in each year amounted to RMB795.2 million,
RMB460.4 million and RMB669.5 million, accounti ng for 26.7%, 13.1% and 16.4% of our total
revenue, respectively. See ‘‘ Business — Customers ’’ for more details.
During the Track Record Period, we purchase r aw and other auxiliary materials directly from
our suppliers. The main raw materials used for production of lithium-ion battery separators include
thermal plastics such as PP and PE, additives, pac kaging and auxiliary production materials. In the
years ended 31 December 2023, 2024 and 2025, purchases from our top five suppliers in each year
amounted to RMB499.7 million, RMB715.4 million and RMB919.3 million, respectively,
representing 47.5%, 44.2% and 48.0% of our total purchases of raw materials, respectively. In
addition, purchases from our largest supp lier in each year amounted to RMB208.5 million,
RMB210.6 million and RMB262.2 million respectivel y, representing 19.8%, 13.0% and 13.7% of
our total purchases of raw materials in 2023, 2024 and 2025, respectively. See ‘‘ Business — Raw
Materials and Suppliers ’’ for more details.
PRICING
We have developed a standardised pricing refer ence for our sales and marketing team. We set
prices based on the acceptability by our customers on one hand and our profitability on the other
hand, taking into account a number of factors incl uding, among others, costs of raw materials, size
of purchase orders, customer purchase quantities, customer relationships, market competition and
the prevailing market prices for separators in the ta rget sales regions. In a ddition, we reserve the
right to further adjust the prices for our product s when we observe dramatic fluctuations in the
market prices of key raw materials.
COMPETITION
Promoted by favourable regulatory policies and rapid development in downstream application
scenarios, the global battery separator market h as achieved a remarkable growth in total shipment
volume in recent years. According to Frost & Sulli van, the market size of global battery separator
industry by shipment volume increased from 10.9 billion m
2 in 2021 to 40.3 billion m 2 in 2025 at a
CAGR of 38.7%. In 2025, Chinese Mainland led th e global battery separator market in terms of
shipment, accounting for around 85.9% of the market share. As global demands increase, in the
future, the market share of other regions outside Chinese Mainland is expected to increase from
14.1% to 31.1% from 2025 to 2030.
We operate in concentrated markets and ar e subject to competition from separator
manufacturers around the worl d. According to Frost & Sullivan, the total shipment volume of
global battery separator industry r eached approximately 40.3 billion m 2 in 2025, with the top five
market players accounted for approximately 67.2% of the total shipment volume of global battery
separator market. In 2025, our Group ranked seco nd in the global battery separator market and
accounted for 11.6% of the market share. In Chinese Mainland, the total shipment volume of battery
SUMMARY
–6–


--- page 16 ---
separators reached approximately 34.6 billion m 2 in 2025, according to Frost & Sullivan, with the
top five market players accounted for approximately 78.1% of the total shipment volume of Chinese
Mainland battery separator market. For more information on the competitive landscape of our
industry, see ‘‘Industry Overview ’’ for details.
With the introduction of new technologies an d entry of new market participants, we expect
competition to continue to intensify in the future. However, leveraging our strong R&D capabilities,
production capacities, core technology advantage s, global strategic layout, proven go-to-market
strategies, established and extensive customer and supplier relationships, a wide spectrum of product
portfolio and experienced management team an d talent pool, we believe we are positioned
favourably in market competition.
SUMMARY OF HISTORICAL FINANCIAL INFORMATION
The summary of consolidated financial inf ormation should be read together with the
consolidated financial information to the Accountants’ Report set out in Appendix I to this
document, including the accompanying notes and the information set out in ‘‘ Financial Information ’’
in this document.
Summary of Consolidated Statements of Comprehensive Income Items
The following table sets forth a summary of our results of operations in absolute amounts for
the periods indicated.
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Revenue ............................................ 2,981,863 3,506,153 4,076,845
Cost of sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (1,691,456) (2,521,858) (3,193,640)
Gross profit ......................................... 1,290,407 984,295 883,205
Other income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 213,294 182,866 183,947
Net impairment losses (recognised)/reversed on financial assets . . . . . (12,729) (62,760) 7,038
O t h e r( l o s s e s )a n dg a i n s ,n e t ............................. ( 6 3 , 3 1 2 ) 3 6 , 4 7 8 1 8 , 6 2 7
Research and development expenses . . . . . . . . . . . . . . . . . . . . . . . . (242,464) (248,024) (278,380)
General and administrative expenses . . . . . . . . . . . . . . . . . . . . . . . . (330,869) (314,837) (431,709)
S e l l i n ge x p e n s e s ...................................... ( 3 8 , 7 2 8 ) ( 3 7 , 1 1 2 ) ( 4 2 , 8 0 5 )
Share of results of associates and joint venture, net . . . . . . . . . . . . . (1,940) (1,349) (1,200)
F i n a n c ec o s t s........................................ ( 9 6 , 6 1 1 ) ( 1 3 2 , 5 3 8 ) ( 2 1 8 , 2 6 0 )
Profit before income tax ................................. 717,048 407,019 120,463
Income tax (expense)/credit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (123,353) (36,311) 22,647
Profit for the year ..................................... 593,695 370,708 143,110
Non-IFRS Measure
To supplement our consolidated financial statements, which are presented in accordance with
IFRS, we also use adjusted net profit (non-IFRS measure) as additional financial measure, which is
not required by, or presented in accordance with IFRS. We believe that the non-IFRS measure
provides useful information to investors and others in understanding and evaluating our
consolidated results of operations in the same manner as they help our management. However,
our presentation of adjusted net profit (non-I FRS measure) may not be comparable to similarly
titled measures presented by other companies. Th e use of such non-IFRS measures has limitations as
an analytical tool, and you should not consider it in isolation from, or as a substitute for an analysis
of, our results of operations or financial condition as reported under IFRS.
SUMMARY
–7–


--- page 17 ---
We define adjusted net profit (non-IFRS measure) as net profit for the periods adjusted by
adding back equity settled share-based compensatio n, which is a non-cash item, and listing expenses.
The following table reconciles our adjusted net profit (non-IFRS measure) for the periods indicated.
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Reconciliation of net profit to adjusted net profit (non-IFRS measure)
Net profit for the year. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 593,695 370,708 143,110
Add:
Equity settled share-based
c o m p e n s a t i o n...................................... 4 , 8 1 1 1 1 , 9 8 2 3 9 , 9 0 6
L i s t i n ge x p e n s e s...................................... — — 9 7 4
Adjusted net profit (non-IFRS measure) ...................... 598,506 382,690 183,990
Revenue
During the Track Record Period, we generated revenue from sales of lithium-ion battery
separators, including dry proces s separators, wet process separators and coated separators.
Revenue by product category
The table below sets forth the breakdown of the revenue by product category for the periods
indicated.
Year ended 31 December
2023 2024 2025
RMB’000 % RMB’000 % RMB’000 %
Coated separators . . . . . . . . . . . . . . . . . . . 1,837,029 61.6 2,541,055 72.5 3,017,028 74.0
Wet process separators . . . . . . . . . . . . . . . 469,107 15.7 495,103 14.1 593,228 14.6
Dry process separators . . . . . . . . . . . . . . . 675,727 22.7 469,995 13.4 466,589 11.4
Total ............................ 2,981,863 100.0 3,506,153 100.0 4,076,845 100.0
Sales Volume and Average Selling Price
The following table sets forth the sales volume and average selling price by product category
during the periods indicated.
Y e a re n d e d3 1D e c e m b e r
2023 2024 2025
Revenue
Sales
volume
Average
selling
price Revenue
Sales
volume
Average
selling
price Revenue
Sales
volume
Average
selling
price
RMB’000 thousand m 2
RMB
per m 2 RMB’000 thousand m 2
RMB
per m 2 RMB’000 thousand m 2
RMB
per m 2
C o a t e dS e p a r a t o r s .......... 1 , 8 3 7 , 0 2 9 8 9 0 , 4 2 9 2 . 0 6 2 , 5 4 1 , 0 5 5 2 , 0 3 2 , 6 1 2 1 . 2 5 3 , 0 1 7 , 0 2 8 2 , 5 5 7 , 5 9 8 1 . 1 8
W e tP r o c e s sS e p a r a t o r s ....... 4 6 9 , 1 0 7 4 4 3 , 9 3 7 1 . 0 6 4 9 5 , 1 0 3 6 1 0 , 9 7 9 0 . 8 1 5 9 3 , 2 2 8 8 2 8 , 9 8 1 0 . 7 2
D r yP r o c e s sS e p a r a t o r s ....... 6 7 5 , 7 2 7 1 , 1 9 4 , 1 6 4 0 . 5 7 4 6 9 , 9 9 5 1 , 3 4 2 , 3 5 4 0 . 3 5 4 6 6 , 5 8 9 1 , 2 7 8 , 0 7 7 0 . 3 7
Total .................. 2,981,863 2,528,530 1.18 3,506,153 3,985,945 0.88 4,076,845 4,664,656 0.87
Revenue from our sales of dry process separat ors remained stable at RMB470.0 million in 2024
and RMB466.6 million in 2025, primarily due to a slig ht decrease in sale volume as we proactively
controlled production volume in consideration of downstream demand trend, partially offset by a
slight increase in average selling price in line with t he broader industry trend according to Frost &
Sullivan. According to Frost & Su llivan, the average selling prices for separators in China are
expected to stabilize and slightly increase after 2026.
SUMMARY
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--- page 18 ---
Revenue by geographic region of our shipment destination
During the Track Record Period, we generated most of our revenue from Chinese Mainland.
The table below sets forth a breakdown of our revenue by geographic region of our shipment
destination for the periods indicated.
Year ended 31 December
2023 2024 2025
RMB’000 % RMB’000 % RMB’000 %
Chinese Mainland . . . . . . . . . . . . . . . . . . . 2,512,646 84.3 3,105,179 88.6 3,508,624 86.1
Others (1) ......................... 4 6 9 , 2 1 7 1 5 . 7 4 0 0 , 9 7 4 1 1 . 4 5 6 8 , 2 2 1 1 3 . 9
Total ............................ 2,981,863 100.0 3,506,153 100.0 4,076,845 100.0
Note:
(1) Others primarily consisted of South Korea, Japan, SEA and Europe.
The following table sets forth the sales volume and average selling price by geographic region of
our shipment destination during the years indicated.
Y e a re n d e d3 1D e c e m b e r
2023 2024 2025
Revenue
Sales
volume
Average
selling
price Revenue
Sales
volume
Average
selling
price Revenue
Sales
volume
Average
selling
price
RMB’000 thousand m 2
RMB
per m 2 RMB’000 thousand m 2
RMB
per m 2 RMB’000 thousand m 2
RMB
per m 2
C h i n e s eM a i n l a n d.......... 2 , 5 1 2 , 6 4 6 2 , 2 9 7 , 6 1 9 1 . 0 9 3 , 1 0 5 , 1 7 9 3 , 7 6 2 , 8 7 3 0 . 8 3 3 , 5 0 8 , 6 2 4 4 , 3 2 8 , 8 3 7 0 . 8 1
O t h e r s ................. 4 6 9 , 2 1 7 2 3 0 , 9 1 2 2 . 0 3 4 0 0 , 9 7 4 2 2 3 , 0 7 2 1 . 8 0 5 6 8 , 2 2 1 3 3 5 , 8 1 9 1 . 6 9
Total .................. 2,981,863 2,528,530 1.18 3,506,153 3,985,945 0.88 4,076,845 4,664,656 0.87
We experienced an increasing trend in sales v olume in Chinese Mainland during the Track
Record Period, primarily due to (i) increase in orders from existing customers to support new
product launch, driven by the overall growth of EV and energy storage markets, and (ii) expanded
production capacity for coated separator s in 2024 to better fulfill customer demand.
Our overseas sales volume decreased slightly in 2024, primarily due to the reduction in orders
from one of our major overseas customers in 2024, who experienced deterioration of operating
conditions and filed for bankruptcy. Our overseas sales volume increased from 2024 to 2025,
primarily due to increase in orders from existing o verseas customers to support new product launch.
Our average selling price of our separator produc ts experienced a declining trend from 2023 to
2024 and remained stable in 2025. Such decrease from 2023 to 2024 primarily due to the intensive
market competition driven by supply-demand imb alances. According to Frost & Sullivan, from 2022
to 2024, Chinese mainland battery separator industry’s production capacity expanded at a CAGR of
63.8%, surpassing the 35.8% increase in shipment s. This oversupply exerted downward pressure on
selling prices. Our average selling price of our sep arator products remain ed stable at 2025. In
particular, the average selling prices of wet process separators and coated sep arators continued their
declining trend from 2024 to 2025 primarily due to the intensive market competition driven by
supply-demand imbalances, while the average se lling price of dry process separators recorded a
slight increase over the same period, broadly in line with the overall market according to Frost &
Sullivan, as the market imbalance for dry process s eparator gradually improves. According to Frost
& Sullivan, both the price range of, and the overall percentage change in, the average selling prices of
our separator products during the Track Record Period were generally in line with those of
comparable products in the industry, taking in to account technical sp ecifications, product
positioning and cost structure.
SUMMARY
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--- page 19 ---
In contrast, for overseas battery separator mar ket, industry experienced strong shipment
growth with relatively slower capacity expansion between 2022 and 2024. According to Frost &
Sullivan, from 2022 to 2024, shipments of battery separator from other regions outside China
expanded at a CAGR of 10.0%, surpassing the 6.7 % increase in production capacity, creating
increasing opportunities to secure supply loca lly due to fast-growing demand from downstream
battery manufacturers. See ‘‘Industry Overview.’’ This supply-demand dyna mic resulted in average
selling prices overseas that are significantly high er than those in Chinese Mainland. According to
Frost & Sullivan, as domestic overcapacity intensifi es, Chinese separator manufacturers have begun
expanding overseas, which may exert incremental p ricing pressure on overseas markets over time.
However, the supplier qualification and certif ication process requir ed by downstream battery
manufacturers is typically longer in overseas ma rkets as compared to domestic customers, and the
resulting high switching costs create meaningful barriers to competition that support the price
premium.
In the future, we anticipate that expanding our production capacity overseas will further
strengthen our ability to capture higher-marg in opportunities and improve overall product
profitability.
Gross Profit and Gross Profit Margin
The following table sets forth our gross profit and gross profit margin by product category for
the periods indicated.
Year ended 31 December
2023 2024 2025
Gross
profit
Gross
profit
margin
Gross
profit
Gross
profit
margin
Gross
profit
Gross
profit
margin
RMB’000 % RMB’000 % RMB’000 %
Coated separators . . . . . . . . . . . . . . . . . . . 829,349 45.1 690,147 27.2 645,427 21.4
Wet process separators . . . . . . . . . . . . . . . 224,177 47.8 199,340 40.3 208,613 35.2
Dry process separators . . . . . . . . . . . . . . . 236,881 35.1 94,808 20.2 29,165 6.3
Total ............................ 1,290,407 43.3 984,295 28.1 883,205 21.7
Our gross profit margin decreased from 28. 1% in 2024 to 21.7% in 2025, primarily due to (i)
the decrease in the average selling prices for wet process separators and coated separators as a result
of market competition, and (ii) changes in our average production costs, including an increase in our
average production costs for dry process separator s resulting from our planned reduction in the total
output volume of dry process separators only in response to declining customer demand. As part of
our efforts to manage oversupply, we ceased product ion at our Shenzhen manufacturing base in 2025
where dry process separators constituted the majority of the production capacity, which led to fixed
costs being spread over a lower production volume and consequently elevated the per-unit cost,
while the average production cost for wet process separators and coated separators remained
relatively stable with in creasing sales volume.
Our gross profit margin decreased from 43.3% in 2023, and further to 28.1% in 2024, primarily
due to the decrease in the average selling prices of our products exceeded the decrease in production
costs as a result of market competition.
The following table sets forth our gross profit and gross profit margin by geographic region of
our shipment destination during the years indicated.
Year ended 31 December
2023 2024 2025
Gross
profit
Gross
profit
margin
Gross
profit
Gross
profit
margin
Gross
profit
Gross
profit
margin
RMB’000 % RMB’000 % RMB’000 %
Chinese Mainland . . . . . . . . . . . . . . . . . . . 1,058,856 42.1 786,297 25.3 703,653 20.1
O t h e r s ........................... 2 3 1 , 5 5 1 4 9 . 3 1 9 7 , 9 9 8 4 9 . 4 1 7 9 , 5 5 2 3 1 . 6
Total ............................ 1,290,407 43.3 984,295 28.1 883,205 21.7
SUMMARY
–1 0–


--- page 20 ---
Our gross profit margin for Chinese Mainland decreased during the Track Record Period,
primarily due to (i) a decrease in average selling p rices as a result of market competition driven by
supply and demand imbalances for all product categories from 2023 and 2024, and for wet process
separators and coated separators from 2024 and 2025, and (ii) an increase in our average production
costs for dry process separators in 2025, resulting from a planned reduction in output volume in
response to declining customer demand for dry process separators.
Our gross profit margin for overseas sales remained relatively stable from 2023 to 2024. Our
gross profit margin for overseas sales decreased from 2024 to 2025 mainly because (i) our average
selling price for overseas sales declined as a result o f more competitive pricing to secure new overseas
customers and increase our market share, and (ii) an increase in our average production costs for dry
process separators in 2025, resulting from a pl anned reduction in output volume in response to
declining customer demand f or dry process separators.
Other Income
Our other income amounted to RMB213.3 million, RMB182.9 million and RMB183.9 million
in 2023, 2024 and 2025, respectively. Our other in come mainly consisted of (i) interest income
relating to deposits, (ii) government grants relating to our business operation and support of R&D
activities, with all conditions attached being ful filled. Our government grants consisted of both (a)
one-off grants, which were received on a one-off b asis, comprising (I) grants in respect of specific
activities such as R&D projects, in dustrial production and talent recruitment, which are recognised
directly in our consolidated statements of compre hensive income upon fulfilment of the relevant
conditions, amounting to appr oximately RMB74.4 million, RMB50.1 million and RMB45.7 million
in 2023, 2024 and 2025, respectively, and (II) gr ants in respect of govern ment-subsidised asset
acquisitions, which are initially recognised as de ferred revenue and amortised into our consolidated
statements of comprehensive income over the useful lives of the relevant assets, with amortisation
amounting to approximately RMB26.7 millio n, RMB33.8 million and RMB53.3 million in 2023,
2024 and 2025, respectively, both of which we may continue to apply for in the future based on our
business operations, and (b) recurring grants, which are received and recognised annually in our
consolidated statements of comprehensive inc ome, amounting to RMB0.7 million, RMB0.5 million
and RMB0.8 million in 2023, 2024 and 2025, respectiv ely. It mainly comprised employment-related
subsidies, which we expect to continue to recei ve going forward, (iii) rental income and (iv)
value-added tax (VAT) reduction.
Profit For the Year
Our profit for the year decreased by 61.4% from RMB370.7 million i n 2024 to RMB143.1
million in 2025, primarily due to (i) a decrease in gros s profit as the decrease in the average selling
prices as a result of market competition, (ii) an in crease in general and administrative expenses
resulting from (a) an increase in employee benefit expenses resulting from (I) increased average
employee remuneration, driven by the recruitmen t of employees for more s pecialized roles with
higher remuneration packages in connection w ith our overseas expansion and group-level
management enhancement; and (II) an increase in number of general and administrative
personnel; and (b) an increase in depreciation an d amortisation, which mainly arose from the
conversion of construction-in-progress at our Shenzhen, Nantong, Foshan and Sweden
manufacturing bases into fixed assets, including office facilities at our Shenzhen, Nantong and
Foshan base, and certain equipment at our Swede n base; and (iii) an increase in finance costs,
resulting from an increase in bank borrowings for construction of manufacturing bases and an
increase in other borrowings arising from our s ale and leaseback arrangements for production
equipment in line with our expansion of production scale.
Our profit for the year decreased by 37.6% from RMB593.7 million i n 2023 to RMB370.7
million in 2024, primarily due to a decrease in gross p rofit as the decrease in the average selling
prices of our products exceeded the decrease in production costs as a result of market competition.
SUMMARY
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Summary of Consolidated Statements of Financial Position
The following table sets forth a summary of our consolidated statement of financial position as
at the dates indicated.
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
T o t a ln o n - c u r r e n ta s s e t s ............................ 1 0 , 5 2 6 , 9 3 5 1 5 , 6 0 3 , 4 5 4 1 8 , 7 0 9 , 4 0 1
T o t a lc u r r e n ta s s e t s ................................ 7 , 4 1 8 , 5 2 7 7 , 5 4 2 , 0 8 1 6 , 0 8 3 , 7 0 9
Total assets ..................................... 17,945,462 23,145,535 24,793,110
Total non-current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . 3,964,513 7,113,391 7,133,225
T o t a lc u r r e n tl i a b i l i t i e s ............................. 4 , 0 2 2 , 1 7 2 6 , 0 6 1 , 0 2 2 7 , 5 1 9 , 1 3 3
Total liabilities ................................... 7,986,685 13,174,413 14,652,358
Net current assets/(liabilities) ......................... 3,396,355 1,481,059 (1,435,424)
Net assets ...................................... 9,958,777 9,971,122 10,140,752
We record net current assets of RMB1,481.1 million as at 31 December 2024 and net current
liabilities of RMB1,435.4 million as at 31 Decembe r 2025, primarily due to (i) an increase in
borrowings to support construction of manufacturing bases, and (ii) a decrease in cash and cash
equivalents primarily due to capital expenditure i n connection with the construction of our Foshan
and Malaysia manufacturing bases and acquisitio n of production equipment, partially offset by a
decrease in other payables and accruals, resulting from a decrease in payables for acquisition of
non-current assets as a result of our settlement with suppliers.
Our net current assets decreased by 56.4% fr om RMB3,396.4 million as at 31 December 2023 to
RMB1,481.1 million as at 31 December 2024, prima rily due to (i) an increase in borrowings for
construction of manufacturing bases, (ii) a decrea se in time deposits to support construction of
manufacturing bases, and (iii) an increase in ot her payables and accrua ls resulting from (i) an
increase in construction and equipment payables for manufacturing bases, and (ii) an increase in
endorsed notes receivable we used to settle payment s with suppliers that have not been derecognized
and not yet due, partially offset by an increase in cash and cash equivalents.
Our net assets remained relatively stable at RMB9,958.8 million as at 31 December 2023,
RMB9,971.1 million as at 31 December 2024, prima rily due to profit for the year of RMB370.7
million, partially offset by dividends declared of RMB295.4 million.
Our net assets remained relatively stable at RMB9,971.1 million as at 31 December 2024 and
RMB10,140.8 million as at 31 December 2025, primar ily due to (i) profit for the period of RMB143.1
million and (ii) other comprehensive income for t he period of RMB330.6 million, partially offset by
repurchase of shares of RMB300.0 million. See the Co nsolidated Statements of Changes in Equity to
the Accountants’ Report set out in Appendix I to this prospectus for more details.
Summary of Consolidated Statements of Cash Flows
The table below sets forth a summary of our consolidated statements of cash flows for the years
indicated.
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Net cash flows generated from operating activities . . . . . . . . . . 1,134,074 368,444 752,512
N e tc a s hf l o wu s e di ni n v e s t i n ga c t i v i t i e s ................. ( 3 , 7 9 1 , 5 1 1 ) ( 2 , 4 4 4 , 2 3 5 ) ( 3 , 2 6 9 , 5 6 0 )
Net cash flows generated from financing activities . . . . . . . . . . 3,081,322 3,031,016 1,060,852
Net increase/(decrease) in cash and cash equivalents. . . . . . . . . 423,885 955,225 (1,456,196)
Cash and cash equivalents at beginning of year ............. 1,293,953 1,744,409 2,650,754
E f f e c to ff o r e i g ne x c h a n g er a t ec h a n g e s ,n e t .............. 2 6 , 5 7 1 ( 4 8 , 8 8 0 ) ( 6 , 8 8 7 )
Cash and cash equivalents at end of year ................. 1,744,409 2,650,754 1,187,671
SUMMARY
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KEY FINANCIAL RATIOS
The following table sets forth our key financial ratios as at the dates or for the periods
indicated:
As at/Year ended 31 December
2023 2024 2025
Gross profit margin (1) .............................. 4 3 . 3 % 2 8 . 1 % 2 1 . 7 %
N e tp r o f i tm a r g i n(2) ............................... 1 9 . 9 % 1 0 . 6 % 3 . 5 %
Return on equity (3) ................................ 6 . 4 % 3 . 7 % 1 . 4 %
Current ratio (4) ................................... 1 . 8 1 . 2 0 . 8
Liability-to-asset ratio (5) ............................ 4 4 . 5 % 5 6 . 9 % 5 9 . 1 %
Gearing ratio (6) .................................. 6 0 . 8 % 1 0 7 . 3 % 1 2 2 . 4 %
Interest coverage ratio (7) ............................ 8 . 4 4 . 1 1 . 6
Notes:
(1) Gross profit margin was calculated based on gross pro fit divided by revenue for the respective year/period and
multiplied by 100%.
(2) Net profit margin was calculated based on net profit divided by revenue for the respective year/period and multiplied by
100%.
(3) Return on equity was calculated based on net profit of the respective year/period, divided by the arithmetic mean of the
opening and closing balances of tot al equity and multiplied by 100%.
(4) Current ratio was calculated based on t he total current assets divided by the to tal current liabilities as at the relevant
dates.
(5) Liability-to-asset ratio was calculated based on total li abilities divided by total asset s as of the relevant dates and
multiplied by 100%.
(6) Gearing ratio equals total debt, including total borrowings a nd lease liabilities, for the period divided by total equity for
the period and multiplied by 100%.
(7) Interest coverage ratio represents profit before finance costs (expensed only) and income tax divided by finance costs
(expensed only) for the relevant period.
RISK FACTORS
Our operations and the Global Offering involve cer tain risks and uncertainties, including (i)
risks relating to our business and industry, (ii) ri sks relating to where we conduct business, and (iii)
r i s k sr e l a t i n gt ot h eG l o b a lO f f e r i n g ,w h i c ha r es e to u ti nt h es e c t i o nh e a d e d‘ ‘ R i s kF a c t o r s ’ ’i nt h i s
prospectus. You 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:
. The average selling price of our products m ay face downward pressure, which will
adversely affect our profit margins, result of operations and financial condition.
. All of our revenue is derived from lithium-ion battery separators. Such relatively
homogeneous product mix may cause risks in relation to policy restrictions and shifts in
market demands.
. Our business is subject to the market forces in the new energy vehicle and energy storage
industries and our results are dependent in part on the changes in our customers’
industries and market demand for their end products.
. If we fail to keep up with rapid changes in technologies or adapt our technology to
emerging industry standards, or if our efforts to invest in new technologies are
unsuccessful or ineffective, or if lithium-ion batteries are replaced by other types of
battery, our business may be materially and adversely affected.
. We may be subject to intellectual propert y infringement claims, which could be
time-consuming or costly to defend and may result in the diversion of our financial and
management resources.
. Our interest-bearing indebtedness exposes us to interest rate risk in relation to our
floating-rate debt, and our level of indebte dness may prevent us from meeting relevant
obligations under our indebtedness, whic h may adversely affect our ability to raise
additional capital to fund our operations.
. We face various risks associated with our inter national operations, and our inability to
effectively manage and contain them could adversely affect our business and performance.
. Failure to compete effectively may materially an d adversely affect our business, financial
condition, results of operations and prospects.
SUMMARY
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. We are subject to risks associated with internat ional trade policies, geopolitics and trade
protection measures, export control and economic or trade sanctions.
. Our efforts in developing and investing in research and development may not be effective.
USE OF PROCEEDS
After deducting the underwriting commissions and other estimated offering expenses payable
by us in connection with the Global Offering, a nd assuming an Offer Price of HK$8.98 per Offer
Share, we estimate that we will receive net proceeds of approxima tely HK$1,262.9 million
(equivalent to RMB1,098.7 million) from the Globa l Offering. We intend to use the proceeds from
the Global Offering for the purposes and in the amounts set forth below:
. approximately 28.0%, or HK$353.6 million, w ill be allocated for strengthening our R&D
capabilities in solid-state electrolyte m embranes, other functional membranes and
next-generation lithium-ion battery separator products;
. approximately 27.0%, or HK$341.0 million, w ill be allocated for the expansion of our
overseas network, specifically in Malaysia and the U.S.;
. approximately 20.0%, or HK$252.6 million, w ill be allocated for investments in
companies specialising in new battery se parator materials and semiconductor;
. approximately 15.0%, or HK$189.4 million, w ill be used to repay the fixed asset loan for
our Sweden manufacturing base; and
. approximately 10.0%, or HK$126.3 million, will be allocated for general working capital
and general corporate purposes.
See ‘‘Future Plans and Use of Proceeds — Use of Proceeds ’’ for more details.
OUR LISTING ON THE SHENZHEN STOCK EXCHANGE AND SIX SWISS EXCHANGE AND
REASONS FOR THE LISTING ON THE STOCK EXCHANGE
Our Company has been listed on ChiNext of the Shenzhen Stock Exchange and the SIX Swiss
Exchange since 2016 and 2023, respectively. We seek to be listed on the Hong Kong Stock Exchange
in order to further advance our global strategic lay out, establish an international capital operation
platform, and enhance our comprehens ive competitiveness. please see ‘‘ Business — Our Growth
Strategies ’’ and ‘‘Future Plans and Use of Proceeds ’’ for more details.
Our Directors confirmed that as a t the Latest Practicable Date, we had no instances of material
non-compliance with the rules of the Shenzhen Stock Exchange and SIX Swiss Exchange and other
applicable securities laws and regulations of the P RC and Switzerland in any material respects, 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’ atte ntion in relation to our compliance record on the
Shenzhen Stock Exchange and SIX Swiss Exch ange. Based on the independent due diligence
conducted by the Sole Sponsor, nothing has come to the Sole Sponsor’s attention that would cause it
to disagree with our Directors’ confirmation wit h regard to the compliance records of the Company
on the Shenzhen Stock Exchange and SIX Swiss Exchange. As confirmed by our PRC legal adviser,
based on the public filings on the website of the She nzhen Stock Exchange and other information in
the public domain, save as otherwise disclosed, the Company has complied with applicable securities
laws and regulations of the PRC in relation to it s listing on the Shenzhen Stock Exchange in all
material respects for the Track Re c o r dP e r i o da n du pt ot h eL a t e s tP r a c t i c a b l eD a t e .A sc o n f i r m e d
by our Swiss legal adviser, based on the confirmation from the SIX Swiss Exchange, since its listing
on the SIX Swiss Exchange and up to the Latest Practicable Date, the Company has not been subject
to any sanctions by SIX Exchange Regulation AG for violations of Swiss stock exchange
regulations.
OUR SINGLE LARGEST SHAREHOLDERS
As at the Latest Practicable Date, our Company was held as to approximately 12.669% and
0.026% by Prof. Chen and Ms. Chen, respectively. Therefore, Prof. Chen and Ms. Chen, being the
spouse of Prof. Chen, were in aggregate entitled to exercise the voting rights attached to
approximately 12.695% of our Shares in issue.
SUMMARY
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Immediately following the completion of the Global Offering, Prof. Chen and Ms. Chen will be
entitled to exercise in aggregate the voting rights attached to approximately 11.425% of our Shares
in issue. Accordingly, Prof. Chen and Ms. Chen will constitute the Single Largest Shareholders of
our Company.
GLOBAL OFFERING STATISTICS
The statistics in the following table are based o n the assumptions that the Global Offering has
been completed and 149,523,500 H Shares a re issued pursuant to the Global Offering.
B a s e do nt h em a x i m u m
Offer Price of
HK$8.98 per Share
Market capitalisation of our H Shares (1) ...................................... H K $ 1 , 3 4 2 . 7m i l l i o n
Market capitalisation of our Shares (2) ........................................ H K $ 2 6 , 6 5 3 . 3m i l l i o n
Unaudited pro forma adjusted consolidated net tangible assets per Share (3) ............. H K $ 8 . 6 3
Notes:
(1) The calculation of market capitalisation of our Shar es is based on 149,523,500 H Shares expected to be in issue
immediately upon completion of the Global Offering.
(2) The calculation of market capitalisation of our Shares is based on the assumption that 149,523,500 H Shares will be in
issue immediately after completion of the Global Offering an d 1,325,854,999 A Shares will be in issue immediately after
completion of the Global Offering (excluding 19,855,640 A Shares repurchased by our Company as of the Latest
Practicable Date pursuant to the repurchase mandate approved by our Board and held in our Company’s stock
repurchase account as treasur y shares (assuming no changes are made to the number of such repurchased shares held in
our Company’s stock repurchase account between the Latest Practicable Date and completion of the Global Offering))
with an average closing price of the Company for the five trading days on and immediately preceding the Latest
Practicable Date at RMB16.61 (or ap proximately HK$19.09) per A Share.
(3) The unaudited pro forma adjusted consolidated net tangi ble assets of our Group attributable to owners of the Company
per Share as at 31 December 2025 is calculated after making the adjustments referred to in ‘‘Appendix II — Unaudited
Pro Forma Financial Information’’ to this prospectus and o n the basis that a total of 1,466,798,299 Shares (representing
1,348,124,139 Shares as at 31 December 2025, 149,523,500 Offer Shares and excluding 30,849,340 repurchased shares as
at 31 December 2025) were in issue assuming that the Glo bal Offering had been completed on 31 December 2025 but
excluding the impact of the subsequent event: the Gro up declared dividends in aggregate of approximately
RMB13,173,000 (representing a final dividend of approximately RMB13,259,000, excluding approximately
RMB86,000 distributed to holders of restricted shares which does not constitute a reduction in net assets). Including
the impact of the subsequent event, the unaudited pro forma adjusted consolidated net tangible assets of the Group
attributable to owners of the Company per Share as at 31 December 2025 would be RMB7.50 (HK$8.62), based on an
Offer Price of HK$8.98 per Share. For more details, please r efer to the section headed ‘‘Appendix II — Unaudited Pro
Forma Financial Informat ion’’ to this prospectus.
WORKING CAPITAL
We have historically met our working capital and o ther capital requirements principally from a
combination of internally generated funds from o ur operating activities, proceeds from our equity
financings and borrowings. We had cash and cash equivalents of RMB1,744.4 million, RMB2,650.8
million and RMB1,187.7 million as at 31 December 2023, 2024 and 2025, respectively. Going
forward, we expect to fund our working capital requirements with a combination of various sources,
including but not limited to cash generated from our operations, the net proceeds from the Global
Offering and other possible equity and debt financ ing when appropriate. We will closely monitor the
level of our working capital, and diligently review future cash flow requirements and adjust our
operation and expansion plans, if necessary, to ens ure that we maintain sufficient working capital to
support our business operations.
Taking into account the financial resources available to us, including our cash and cash
equivalents on hand and the estimated net proceeds from the Global Offering, our Directors are of
the view that we have sufficient working capital to meet our present needs and for the next 12 months
from the date of this prospectus.
SUMMARY
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RECENT DEVELOPMENT AND NO MATERIAL ADVERSE CHANGE
As at the Latest Practicable Date, the Group has completed the acquisit ions of approximately
(i) 13.50% equity interest in Bangci Electronic Technology (Yancheng) Co., Ltd. ( 邦瓷電子科技（鹽
城）有限責任公司), a company principally engaged in the re search, development, manufacture and
sale of multilayer piezoelectric actuators and related piezoelectric ceramic products, at a
consideration of approximately RMB91 million, and (ii) 32.27% equity interest in Zhongxin
Carbon (Nantong) Semiconductor Technology Co., Ltd. ( 眾芯碳素（南通）半導體科技有限公司), a
company principally engaged in the research, d evelopment, manufacture and sale of Chemical
Vapour Deposition silicon carb ide semiconductor components , at a consideration of RMB7.1
million, respectively. For details, see ‘‘ Waivers — Waiver in relation to Post-Track Record Period
Acquisitions ’’.
At the 23rd meeting of the Board of Directors held on 24 March 2026, the Company approved
the proposal on the registration and issuance of Science and Technology Innovation Bonds. The
Company intends to apply to the National Associat ion of Financial Market In stitutional Investors
(NAFMII) for registration to issue Science and Technology Innovation Bonds with an aggregate
principal amount not ex ceeding RMB1.5 billion. The Company will determine the timing and
frequency of issuance (whether in a single tranche or multiple tranches) within the registered amount
and validity period based on its actual funding re quirements and prevailing market conditions. The
final registered amount shall be as specifie d in the registration notice issued by NAFMII.
The Directors confirm that, up to the date of this prospectus, there has been no material
adverse change in our financial or trading position since 31 December 2025, and there is no event
since 31 December 2025 which would materially a ffect the information shown in the Accountants’
Report in Appendix I to this prospectus.
Unaudited Financial Information for the Three Months Ended 31 March 2026
Our revenue increased by approximately 21 .6% from RMB881.4 million for the three months
ended 31 March 2025 to RMB1,071.3 million for the t hree months ended 31 March 2026, primarily
attributable to (i) an increase in average selling pri ces for all product categories and (ii) an increase
in proportion of sales from coated separators, which have higher average selling prices.
. Our revenue from dry process separators d ecreased by approximately 49.5% from
RMB162.1 million for the three months ende d 31 March 2025 to RMB81.8 million for the
three months ended 31 March 2026, primarily attributable to a decrease in sales volume
resulting from supply-demand imbalances and o ur strategic shift to focus more on coated
separators.
. Our revenue from wet process separators decreased by approx imately 36.0% from
RMB160.1 million for the three months en ded 31 March 2025 to RMB102.5 million for
the three months ended 31 March 2026, primarily attributable to a decrease in sales
volume resulting from our strategic shi ft to focus more on coated separators.
. Our revenue from coated separators increa sed by approximately 58.6% from RMB559.1
million for the three months ended 31 Ma rch 2025 to RMB887.0 million for the three
months ended 31 March 2026, primarily attributable to (i) an increase in sales volume
driven by an increase in orders from existing customers following their product launches
and our proactive strategic shift to focus on coated separator products, as well as (ii) an
increase in the average selling price of our produ cts reflecting the broader industry trends
according to Frost & Sullivan.
Our cost of sales increased by approximate ly 19.0% from RMB673.6 million for the three
months ended 31 March 2025 to RMB801.8 million f or the three months ended 31 March 2026,
primarily in line with our revenue growth.
SUMMARY
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Our gross profit increased by approxima tely 29.7% from RMB207.8 million for the three
months ended 31 March 2025 to RMB269.6 million for the three months ended 31 March 2026. Our
gross profit margin increased from 23.6% for the three months ended 31 March 2025 to 25.2% for
the three months ended 31 March 2026.
. The gross profit from our dry process separators decreased by approximately 84.4% from
RMB16.1 million for the three months ende d 31 March 2025 to RMB2.5 million for the
three months ended 31 March 2026. The gross profit margin of our sales of dry process
separators decreased from 9.9% for the three months ended 31 March 2025 to 3.1% for
the three months ended 31 March 2026, primarily attributable to reduced production
volumes which limited economies of scale an dr e s u l t e di nh i g h e rp e r - u n i tf i x e dc o s t ,
partially offset by an increa se in average selling price.
. The gross profit from our wet process separators decreased by approximately 45.1% from
RMB63.4 million for the three months ende d 31 March 2025 to RMB34.8 million for the
three months ended 31 March 2026. The gross profit margin of our sales of wet process
separators decreased from 39.6% for the th ree months ended 31 March 2025 to 34.0% for
the three months ended 31 March 2026, primarily attributable to (i) a decrease in average
selling prices for key domestic orders driven by i ntensified market competition; and (ii) an
increase in average unit production costs as o ur Malaysia production base was in the early
stages of its production ramp-up during the three months ended 31 March 2026, partially
offset by an increase in the proportion of overseas orders with higher average selling
prices, which resulting in an increase in o verall average selling price for wet process
separators.
. The gross profit from our coated separator s increased by approximately 81.1% from
RMB128.3 million for the three months en ded 31 March 2025 to RMB232.2 million for
the three months ended 31 March 2026. The gross profit margin of our sales of coated
separators increased from 22.9% for the th ree months ended 31 March 2025 to 26.2% for
the three months ended 31 March 2026, primar ily attributable to an increase in average
selling price reflecting the broader indust ry trends according to Frost & Sullivan.
We recorded other gains, net of RMB11.6 million for the three months ended 31 March 2025
and other losses, net of RMB25.8 million for the t hree months ended 31 March 2026, primarily
attributable to (i) increase in net foreign exchang e losses resulting from fluctuations in exchange
rates, and (ii) recognition of investment losses o n financial assets at FVTPL resulting from equity
investment.
Our general and administrative expenses inc reased by approximately 32.7% from RMB84.3
million for the three months ended 31 March 2025 t o RMB111.9 million for the three months ended
31 March 2026, primarily attributable to an increase in employee benefit expenses.
A sar e s u l to ft h ef o r e g o i n g ,o u rp r o f i tf o rthe period decreased by 59.1% from RMB50.5
million for the three months ended 31 March 2025 to RMB20.6 million for the three months ended
31 March 2026.
Our total assets increased from RMB24,793.1 million as at 31 December 2025 to RMB25,938.3
million as at 31 March 2026, primarily driven by an incr ease in cash and cash equivalents. Our total
liabilities increased from RMB14,652.4 million a s at 31 December 2025 to RMB15,912.3 million as
at 31 March 2026, primarily reflecting an increa se in borrowings to support our construction of
manufacturing bases. Our net assets remained re latively stable at RMB10,140.8 million as at 31
December 2025 and RMB10,026 .0 million as at 31 March 2026.
For the three months ended 31 March 2026, net cash generated from operating activities was
RMB68.0 million, primarily attributable to pr ofit before income tax of RMB17.9 million and
depreciation of property, plant and equipment of RMB246.9 million, partially offset by increase in
inventories of RMB145.3 million in lin e with our expanded production.
SUMMARY
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Our unaudited interim financi al information for the three months ended 31 March 2026 has
been reviewed by our Reporting Accountant in acco rdance with International Standard on Review
Engagements 2410 ‘‘Review of Interim Financial Information Performed by the Independent
Auditor of the Entity’’ issued by the International Auditing and Assurance Standards Board. For
details, see Appendix IA to this prospectus.
DIVIDEND POLICY
In determining the level of divid ends, our Board takes into account a range of factors, including
our industry characteristics, business development stage, business model, profitability level, capital
requirements for our business operations and expansion, and any other factors that our Board may
deem relevant. On the basis of these considerations, in principle, we intend to distribute dividends in
cash. While we do not maintain a fixed dividend payout ratio, our Board is committed to providing
reasonable and sustainable returns to our Shareholders. Subject to PRC laws and regulations,
including the PRC Company Law ( 《中華人民共和國公司法》) and the No.3 Guideline for the
Supervision of Listed Companies — Cash Dividen d Distribution of Listed Companies (2025) ( 《上市
公司監管指引第3號 — 上市公司現金分紅（2025 年）》), and Articles 168 through 175 of the Articles of
Association, in principle, we shall distribute dividends in cash. The profit distributed in cash in any
single year shall not be less than 10% of the distri butable profit realised for that year. Within any
three consecutive years, our distributed cumulati ve profits in cash shall not be less than 30% of the
average distributable profits realised in the lates t three years. The specific dividend ratios shall be
determined by our Board according to relevant regulations and our operating conditions, and shall
be approved at our general meeting.
Although currently we do not have a formal dividend policy, any future plan to pay dividends
will be made at the discretion of our Board of Directors subject to approval of our Shareholders and
the compliance with our Articles of Association a nd relevant regulatory requirement. Even if we
decide to pay dividends, the form, frequency and amount may be based on a number of factors,
including our future operations and earnings, capital requirements and surplus, general financial
condition, contractual restrictions and other factors that the Board of Directors may deem relevant.
During the Track Record Period, we declared and paid dividends to our Shareholders as
follows:
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Final dividends. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 127,931 295,382 66,595
Subsequent to 31 December 2025, our Directors proposed a final dividend in respect of the year
ended 31 December 2025, amounting to approximately RMB13,259 thousand in aggregate, which
was subsequently settled in May 2026.
LISTING EXPENSES
Listing expenses represent professional fees , underwriting commission and fees incurred in
connection with the Listing and the Global Offe ring. Our listing expenses are estimated to be
approximately HK$79.9 million (incl uding underwriting commission), accounted for 5.9% of the
gross proceeds of the Global Offering, assuming that an Offer Price of HK$8.98 per Share, among
which, approximately HK$73.6 million is directly a ttributable to the issuance of Shares and will be
charged to equity upon completion of the Listin g, and approximately HK$6.3 million has been or
will be charged to our consolidated statement of comprehensive income. The listing expenses we
expect to incur would consist of (i) approximate ly HK$40.4 million underwriting related expenses
and fees (including underwriting commissions, SF C transaction levy, Stock Exchange trading fee
and AFRC transaction levy), and (ii) approxima tely HK$39.5 million non-underwriting-related
expenses and fees (including (a) fees and expense s of legal advisers and accountants of approximately
HK$26.8 million and (b) other fees and expenses of HK$12.7 million).
The listing expenses above are the latest practic able estimate for reference only, and the actual
amount may differ from this estimate.
SUMMARY
–1 8–


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In this prospectus, unless the context otherwise requires, the following terms and expressions
have the meanings set forth below. Certain other terms are explained ‘‘Glossary of Technical Terms’’
in this prospectus.
‘‘A Share(s)’’ ordinary shares issued by our Company, with a nominal value of
RMB1.00 each, which are listed on ChiNext of the Shenzhen Stock
E x c h a n g ea n dt r a d e di nR e n m i n b i
‘‘Accountants’ Report’’ the accountants’ report of our Company for the Track Record Period,
t h et e x to fw h i c hi ss e to u ti nA p p e n d i xIt ot h i sp r o s p e c t u s
‘‘AESC’’ Automotive Energy Supply Corporation, a company established in
2007 in Japan, and one of our major customers
‘‘affiliate(s)’’ with respect to any speci fied person, 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 of Hong Kong
‘‘Articles’’ or ‘‘Articles of
Association’’
the articles of association of our Company, as amended, which shall
become effective from the Listing Date and a summary of which is set
out in Appendix IV to this prospectus
‘‘ASEAN’’ the Association of Southeast Asian Nations, a group of 11 countries in
Southeast Asia that work together to promote peace, stability and
economic growth in the region
‘‘associate(s)’’ has the me aning ascribed to it under the Hong Kong Listing Rules
‘‘Audit Committee’’ the audit committee of the Board
‘‘Board’’ the board of Directors
‘‘Business Day’’ any day (other than a Saturday, Sunday or public holiday in Hong
Kong) on which banks in Hong Kong are generally open for normal
banking business
‘‘BYD’’ BYD Company Limited ( 比亞迪股份有限公司), a company established
in 1995 in the PRC, and one of our major customers
‘‘CALB’’ China Aviation Lithium Battery Co., Ltd. ( 中創新航科技集團股份有限
公司), a company established in 2007 in the PRC, and one of our major
customers
‘‘Capital Market
Intermediary(ies)’’
the capital market intermediaries participating in the Global Offering
and has the meaning ascribed to it under the Listing Rules
‘‘CATL’’ Contemporary Amperex Technology Co., Limited ( 寧德時代新能源科
技股份有限公司), a company established in 2011 in the PRC, and one
of our major customers
‘‘CCASS’’ the Central Clearing and Settl ement System established and operated
by HKSCC
DEFINITIONS
–1 9–


--- page 29 ---
‘‘Changzhou Senior’’ Changzhou Seni or New Energy Materials Co., Ltd. ( 常州星源新能源材
料有限公司), a limited liability company established under the laws of
the PRC on 5 April 2017, and a wholly owned subsidiary of our
Company
‘‘Chinese Mainland’’ the People’s Repub lic of China excluding Hong Kong, Macau and
Taiwan
‘‘close associate(s)’’ has the meaning a scribed to it under the Listing Rules
‘‘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 Co mpanies 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’’
Shenzhen Senior Technology Material Co., Ltd. ( 深圳市星源材質科技
股份有限公司), a joint stock company with limited liability established
under the laws of the PRC
‘‘connected person(s)’’ has the meaning ascribed to it under the Listing Rules
‘‘connected
transaction(s)’’
has the meaning ascribed to it under the Listing Rules
‘‘CSDC’’ China Securities Depository and Clearing Corporation Limited ( 中國證
券登記結算有限責任公司)
‘‘CSRC’’ the China Securiti es Regulatory Commission ( 中國證券監督管理委員
會)
‘‘Director(s)’’ the director(s) of our Company
‘‘EU’’ the European Union
‘‘Europe Senior’’ Senior Material Ultimate Holding (Europe) AB, a limited liability
company establish under the laws of Sweden on 21 December 2021, and
a wholly owned subsidiary of our Company
‘‘EVE Energy’’ EVE Energy Co., Ltd. ( 惠州億緯鋰能股份有限公司), a company
established in 2001 in the PRC, and one of our major customers
‘‘Extreme Condition’’ the occurrence of ‘‘extreme conditions’’ as announced by the
government of Hong Kong in the case where 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 Issua nce’’, 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
DEFINITIONS
–2 0–


--- page 30 ---
‘‘Foshan Senior’’ Senior Material (Fosha n) New Materials Technology Co., Ltd. ( 星源材
質（佛山）新材料科技有限公司), a limited liability company established
under the laws of the PRC on 15 February 2023, and a subsidiary of
our Company
‘‘Frost & Sullivan’’ Frost & Sullivan (Beijin g) Inc., Shanghai Bra nch Co., an independent
professional market research and consulting company
‘‘Frost & Sullivan Report’’ the report with res pect to this Global Offering issued by Frost &
Sullivan
‘‘General Rules of
HKSCC’’
the General Rules of HKSCC as may be amended or modified from
time to time and where the context so permits, shall include the
HKSCC Operational Procedures
‘‘Global Offering’’ the Hong Kong Public O ffering and the International Offering
‘‘Gotion High-tech’’ Gotion High-Tech Co., Ltd. ( 國軒高科股份有限公司), a company
established in 2006 in the PRC, and one of our major customers
‘‘Governmental
Authority’’
any governmental, regulatory, or a dministrative commission, board,
body, authority, or agency, or any stock exchange, self-regulatory
organisation, or other non-governmental regulatory authority, or any
court, judicial body, tribunal, or arbitrator, in each case whether
national, central, federal, provincial, state, regional, municipal, local,
domestic, foreign, or supranational
‘‘Group’’, ‘‘our Group’’,
‘‘the Group’’, ‘‘we’’,
‘‘us’’ or ‘‘our’’
the Company and its subsidiaries fr om time to time, their predecessors
(as the case may be), 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
‘‘Guide for New Listing
Applicants’’
the Guide for New Listing Applicants issued by the Hong Kong Stock
Exchange effective from 1 January 2024 (as amended, supplemented or
otherwise modified from time to time)
‘‘H Share(s)’’ overseas listed foreign sh ares in our ordinary share capital with a
nominal value of RMB1.00 each, to be subscribed for and traded in
Hong Kong dollars and listed on the Stock Exchange
‘‘H Share Registrar’’ Computershare Hong Kong Investor Services Limited
‘‘Hefei Senior’’ Hefei Senior New Energy Materials Co., Ltd. ( 合肥星源新能源材料有
限公司), a limited liability company established under the laws of the
PRC on 5 January 2016, and a subsidiary of our Company
‘‘HK$’’ or ‘‘Hong Kong
dollars’’
Hong Kong dollars, the lawful currency of Hong Kong
‘‘HK’’ or ‘‘Hong Kong’’ the Hong Kong Special Ad ministrative Region of the People’s Republic
of China
‘‘HKSCC’’ Hong Kong Securities Clearing Company Limited
DEFINITIONS
–2 1–


--- page 31 ---
‘‘HKSCC EIPO ’’ the application for the Hong Kong Offer Shares to be issued in the
name of HKSCC Nominees and deposited directly into CCASS to be
credited to your designated HKSCC Participant’s stock account
through causing HKSCC Nominees to apply on your behalf,
including by instructing your broker or custodian w h oi sa nH K S C C
Participant to give electronic application instructions via HKSCC’s
FINI system to apply for the Hong Kong Offer Shares on your behalf
‘‘HKSCC Nominees’’ HKSCC Nominees Limit ed, a wholly owned subsidiary of HKSCC
‘‘HKSCC Operational
Procedures’’
the operational procedures of HKSCC, containing the practices,
procedures and administrative o r other requirements relating to
HKSCC’s services and the operations and functions of CCASS, FINI
or any other platform, facility or system established, operated and/or
otherwise provided by or through HKSCC, as from time to time in
force
‘‘HKSCC Participant(s)’’ a participant admi tted participating in CCASS as a direct clearing
participant, a general clearing part icipant or a custodian participant
‘‘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 14,952,500 H Shares being initially offered by our Company for
subscription in 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
‘‘Hong Kong
Underwriters’’
the underwriters of the Hong Kong Public Offering as listed in
‘‘Underwriting — Hong Kong Underwriters’’
‘‘Hong Kong
Underwriting
Agreement’’
the underwriting agreement, dated 11 June 2026, relating to the Hong
Kong Public Offering, entered into by, among others, our Company,
the Sole Sponsor, the Sponsor-Overall Coordinator, the Overall
Coordinators and the Hong Kong Underwriters, as further described
in ‘‘Underwriting — Underwritin g Arrangements and Expenses — The
Hong Kong Public Offering — Hong Kong Underwriting Agreement’’
‘‘IFRS’’ International Financial Re porting Standards, as issued by the
International Accounting Standards Board
‘‘Independent Third
Party(ies)’’
any entity or person who is not a connected person of our Company
within the meaning ascribed to it under the Listing Rules
‘‘International Offer
Shares’’
the 134,571,000 H Shares being initially offered for subscription under
the International Offering (subje ct to reallocation as described in
‘‘Structure of the Global Offering’’)
DEFINITIONS
–2 2–


--- page 32 ---
‘‘International Offering’’ the offering of the In ternational Offer Shares by our Company through
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’’
‘‘International
Underwriters’’
the underwriters of the International Offering
‘‘International
Underwriting
Agreement’’
the international underwriting agree ment relating to the International
Offering to be entered into by, among others, our Company, the Sole
Sponsor, the Sponsor-Overall Coordinator, the Overall Coordinators
and the International Underwriters on or about the Price
Determination Date, as further described in ‘‘Underwriting’’
‘‘ISO’’ the International Organisatio n for Standardisation, an independent,
non-governmental internationa l organisation that develops and
publishes standards to ensure th e quality, safety, efficiency, and
interoperability of products, services, and systems
‘‘Jiangsu Senior’’ Jiangsu Senior New Energy Materials Co., Ltd. ( 江蘇星源新材料科技有
限公司), a limited liability company established under the laws of the
PRC on 12 March 2018, and a wholly owned subsidiary of our
Company
‘‘Joint Bookrunners’’ the joint bookrunners as named in ‘‘Directors and Parties Involved in
the Global Offering’’
‘‘Joint Global
Coordinators’’
the joint global coordinators as named in ‘‘Directors and Parties
Involved in the Glo bal Offering’’
‘‘Joint Lead Managers’’ the joint lead managers as named in ‘‘Directors and Parties Involved in
the Global Offering’’
‘‘Latest Practicable Date’’ 2 June 2026, being the latest practicable date for ascertaining certain
information in this prospectus before its publication
‘‘Laws’’ all laws, statutes, legislation, ord inances, rules, regula tions, guidelines,
opinions, notices, circulars, direct ives, requests, orders, judgements,
decrees, or rulings of any Governmental Authority (including the Stock
Exchange and the SFC) of all relevant jurisdictions
‘‘LG Energy Solution’’ LG Energy Solution Ltd., a company established in 2020 in South
Korea, and one of our major customers
‘‘Listing’’ the listing of the H Shares on the Main Board
‘‘Listing Committee’’ the Listing Committee of the Hong Kong Stock Exchange
‘‘Listing Date’’ the date, expected to be on or about Tuesday, 23 June 2026, on which
t h eHS h a r e sa r et ob el i s t e da n do nw h i c hd e a l i n g si nt h eHS h a r e sa r e
to be first permitted to take place on the Stock Exchange
‘‘MOF’’ Ministry of Finance of the PRC ( 中華人民共和國財政部)
DEFINITIONS
–2 3–


--- page 33 ---
‘‘Ms. Chen’’ Ms. Chen Weirong ( 陳蔚蓉), being the spouse of Prof. Chen, and one of
our Single Largest Shareholders
‘‘Murata’’ Murata Manufacturing Co., L td., a company established in 1944 in
Japan, and one of our major customers
‘‘Nantong Senior’’ Senior Material (Nant ong) New Materials Technology Co., Ltd. ( 星源
材質（南通）新材料科技有限公司), a limited liability company
e s t a b l i s h e du n d e rt h el a w so ft h eP R Co n1 8J u n e2 0 2 1 ,a n daw h o l l y
owned subsidiary of our Company
‘‘Nomination Committee’’ the nomination committee of the Board
‘‘Offer Price’’ the final offer price per Offer Share (exclusive of brokerage, SFC
transaction levy, Stock Exchange trading fee and AFRC transaction
l e v y ) ,e x p r e s s e di nH o n gK o n gd ollars, at which Hong Kong Offer
Shares are to be subscribed for pursuant to the Hong Kong Public
Offering and International Offer S hares are to be offered pursuant to
the International Offering, to be determined as described in ‘‘Structure
of the Global Offering — Pricing and Allocation — Determining the
Offer Price’’
‘‘Offer Share(s)’’ the Hong Kong Offer Shares and the International Offer Shares
‘‘Overall Coordinators’’ the over all coordinators as named in ‘‘Dir ectors and Parties Involved in
the Global Offering’’
‘‘Prof. Chen’’ Prof. Chen Xiufeng ( 陳秀峰), the founder, executive Director,
chairman of the Board and general manager of our Company, and
one of our Single largest Shareholders
‘‘PRC’’ or ‘‘China’’ the People’s Republic of China, but for the purposes of this prospectus
only (unless otherwise indicated) excluding Hong Kong the Macau
Special Administrative Region of the PRC and Taiwan Province
‘‘PRC Company Law’’ the Company Law of the PRC, as amended, modified and/or otherwise
supplemented from time to time
‘‘PRC GAAP’’ generally accepted accounting principles in the PRC
‘‘PRC Government Body’’ has the meaning ascribed to it under the Listing Rules
‘‘PRC Legal Adviser’’ King & Wood, our legal adviser on PRC laws
‘‘Price Determination
Date’’
the date, expected to be on or about Thursday, 18 June, 2026, on which
the Offer Price is to be fixed by agreement between our Company and
the Overall Coordinators (for themselves and on behalf of the other
Underwriters)
‘‘Principal Subsidiaries’’ our principal subsi diaries as identified in ‘‘History and Corporate
Structure — Principal Subsidiaries and Operating Entities’’
‘‘R&D’’ research and development
DEFINITIONS
–2 4–


--- page 34 ---
‘‘Regulation S’’ Regulation S under the U.S. Securities Act
‘‘Restricted Stock(s)’’ restricted stock(s) gr anted under the 2022 Shar e Incentive Plan and the
2026 Share Incentive Plan (as the case may be)
‘‘RMB or Renminbi’’ Renminbi, the lawful currency of China
‘‘SAFE’’ the State Administration for Foreign Exchange of the PRC ( 中華人民
共和國國家外匯管理局)
‘‘SAFT’’ Saft Groupe SAS, a company established in 1918 in France, and one of
our major customers
‘‘Samsung SDI’’ Samsung SDI Co., Ltd., a South Korean company founded in 1970,
and one of our major customers
‘‘SEA’’ Southeast Asia
‘‘SFC’’ Securities and Futu res Commission of Hong Kong
‘‘SFO’’ or ‘‘Securities and
Futures Ordinance’’
Securities and Futures Ordinance (Chapter 571 of the Laws of Hong
Kong), as amended, supplemented or otherwise modified from time to
time
‘‘Shanghai-Hong Kong
Stock Connect’’
a securities trading and clearing links programme developed by the
Hong Kong Stock Exchange, Shanghai Stock Exchange, HKSCC and
China Securities Depository and C learing Corporation Limited for
mutual market access between Hong Kong and Shanghai
‘‘Share(s)’’ shares in the share capital of our Company, with a nominal value of
RMB1.00 each, comprising our A Shares and our H Shares
‘‘Share Incentive Plans’’ the share incentive pl ans of our Company currently in effect, including
the 2024 Share Incentive Plan and the 2026 Share Incentive Plan
‘‘Share Option(s)’’ stock option(s) gran ted under the 2024 Share Incentive Plan
‘‘Shenzhen-Hong Kong
Stock Connect’’
a securities trading and clearing links programme developed by the
Hong Kong Stock Exchange, Shenzhen Stock Exchange, HKSCC and
China Securities Depository and C learing Corporation Limited for
mutual market access between Hong Kong and Shenzhen
‘‘Singapore Senior’’ Senior International Ho lding (Singapore) Pte. Ltd., a limited liability
company established under the laws of Singapore on 2 June 2022, and a
wholly owned subsidiary of our Company
‘‘Single Largest
Shareholders’’
Prof. Chen and Ms. Chen, the single largest Shareholders of our
Company
‘‘SK On’’ SK On Co., Ltd. a company established in 2021 in South Korea, one of
our customers
‘‘Sole Sponsor’’ China Securities (Interna tional) Corporate Finance Company Limited
DEFINITIONS
–2 5–


--- page 35 ---
‘‘Sponsor-Overall
Coordinator’’
China Securities (International) C orporate Finance Company Limited
‘‘State Council’’ the State Council of the PRC ( 中華人民共和國國務院)
‘‘Stock Exchange’’ or
‘‘Hong Kong Stock
Exchange’’
The Stock Exchange of Hong Kong Limited
‘‘subsidiary’’ or
‘‘subsidiaries’’
has the meaning ascribed to it in the Listing Rules
‘‘substantial
shareholder(s)’’
has the meaning ascribed to it in the Listing Rules
‘‘Sunwoda’’ Sunwoda Electronic Co., Ltd. ( 欣旺達電子股份有限公司), a company
established in 1997 in the PRC, and one of our major customers
‘‘Track Record Period’’ the three years ended 31 December 2023, 2024 and 2025
‘‘U.S.’’, ‘‘US’’ or ‘‘United
States’’
the United States of America, its territories, its possessions and all
areas subject to its jurisdictions
‘‘U.S. and EU Tariffs
Legal Adviser’’
Ashurst Tokyo (Ashurst Horitsu Jimusho Gaikokuho Kyodo Jigyo),
our legal adviser as to U.S. and EU laws in respect of tariffs
‘‘U.S. dollars’’ or ‘‘US$’’ United States do llars, the lawful currency of the United States
‘‘U.S. Securities Act’’ United States Securities Act of 1933 and the rules and regulations
promulgated thereunder
‘‘UK’’ the United Kingdom, it territories, its possessions and all areas subject
to its jurisdictions
‘‘Underwriters’’ the Hong Kong Underwrite rs and the International Underwriters
‘‘VAT’’ value-added tax
‘‘White Form eIPO ’’ the application for Hong Kong Offer Shares to be issued in the
applicant’s own name, submitted on line through the designated website
of White Form eIPO Service Provider at
www.eipo.com.hk
‘‘White Form eIPO Service
Provider’’
Computershare Hong Kong Investor Services Limited
‘‘2022 Share Incentive
Plan’’
our employee incentive plan approved and adopted by our Board on 25
January 2022 and by the extraordinary general meeting of our
C o m p a n yo n2 1F e b r u a r y2 0 2 2
‘‘2024 Share Incentive
Plan’’
our employee incentive plan approved and adopted by our Board on 10
September 2024 and by the extraordinary general meeting of our
Company on 27 September 2024
DEFINITIONS
–2 6–


--- page 36 ---
‘‘2026 Share Incentive
Plan’’
our employee incentive plan approved and adopted by our Board on 12
March 2026 and by the extraordinary general meeting of our Company
on 31 March 2026
‘‘%’’ per cent
For ease of reference, the names of Chinese laws and regulations, governmental authorities,
institutions, natural persons or other entities (including our subsidiaries) 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
–2 7–


--- page 37 ---
In this document, unless the context otherwise requires, explanations and definitions of certain
terms used in this document in connection with our Company and our business shall have the
meanings set out below. The terms and their meanings may not always correspond to standard
industry meaning or usage of these terms.
‘‘AGV’’ automated guided vehicle
‘‘AI’’ artificial intelligence
‘‘automated mass
assembly’’
a manufacturing process in which large quantities of identical or
similar products are put together using machinery and robotics with
minimal human involvement
‘‘base film’’ the initial layer of material typically made from polymers such as
polyethylene or polypropylene and undergoes various processing steps
to achieve the desired properties for use in batteries
‘‘breathability’’ the ability of the separator material to allow the passage of gases and
ions while maintaining its structural integrity
‘‘CAGR’’ compound annual growth rate
‘‘casting’’ a method for producing films by spreading liquid resin, a resin solution,
or a dispersion onto a moving carrier, curing it by appropriate
methods, and then stripping the formed film from the carrier
‘‘ceramic alumina’’ a widely used coating mater ial for separators to enhance their thermal
stability and mechanical strength, c ontributing to the overall safety and
performance of the battery
‘‘ceramic board’’ a type of electronic circuit board made from ceramic materials such as
aluminium nitride, aluminium oxide or beryllium oxide
‘‘coated separator’’ a type of battery separator that has an additional layer or coating
a p p l i e dt oi t ss u r f a c e
‘‘coated thickness’’ the thickness of the additional layer or layers applied to the base
separator material
‘‘composite coating’’ a surface layer created by applying a mixture of two or more distinct
materials to a substrate
‘‘composite base film’’ a multi-layered mater ial consists of a base layer made from a polymer
w h i c hi su s e dt oe n h a n c et h ep e r f o r mance and safety of the separator
‘‘consumer electronics
battery’’
a type of battery specifically desi g n e dt op o w e rc o n s u m e re l e c t r o n i c
devices such as smartphones, laptops, cameras and other portable
gadgets
‘‘crystalline polymer
membrane’’
a separator made from polymers that exhibit a crystalline structure,
which is used to separate the anode and cathode in lithium-ion
batteries, preventing short circui ts while allowing the flow of ions
GLOSSARY OF TECHNICAL TERMS
–2 8–


--- page 38 ---
‘‘desalination efficiency’’ how effectively a desa lination process converts saline water (such as
seawater or brackish water) into fresh, usable water
‘‘die head’’ the component in the extrusion or casting machine that shapes and
distributes the molten material into a thin film as it exits the machine
‘‘dry process’’ a solvent-free, physical por e formation technology by melting the raw
materials such as polypropylene or Polyethylene
‘‘dry process separator’’ a type of battery separa tor produced using a dry manufacturing process
‘‘dry process
single-drawing
technology’’
a method used in the production of lithium-ion battery separators that
involves the extrusion of raw materials, such as polypropylene, into a
uniform melt, which is then cast into a base film
‘‘energy density’’ the amount of energy stored in a given system, substance, or material
per unit of volume or mass
‘‘electrocatalytic
membrane’’
a specialised membrane that incorpor ate electrocatalysts to facilitate
electrochemical reactions
‘‘electrolyte membrane’’ a semipermeable m embrane designed to conduct ions, typically
protons, while acting as an electronic insulator and reactant barrier
‘‘energy storage battery’’ a device that stores electrical energy for later use
‘‘EV’’ electric vehicle
‘‘extrusion’’ a processing method in which material passes through the interaction
between the extruder barrel and screw, being simultaneously heated
and plasticised while being pus hed forward by the screw, then
continuously passing through the die head to form products or
semi-finished products wi th various cross-sections
‘‘fibre nanofication’’ the process of converting conventional fibres into nanofibres, fibres
with diameters typically in the nanometre range
‘‘functional separator’’ a type of battery separator that not only performs the basic function of
separating the anode and cathode to prevent short circuits but also
incorporates additional functionalities to enhance battery performance
‘‘g/m
2’’ grammes per square metre
‘‘g/(m2‧24h)’’ grammes per square metre per 24 hours
‘‘gf’’ gramme-force
‘‘GFA’’ gross floor area
‘‘gas separation
membrane’’
a specialised, semi-permeable material designed to selectively allow
certain gases to pass through it while blocking or slowing others
‘‘graphite anode’’ a type of electrode m ade primarily from graphite and is most
commonly used as the negative electrode in lithium-ion batteries
GLOSSARY OF TECHNICAL TERMS
–2 9–


--- page 39 ---
‘‘gravimetric energy
density’’
the amount of energy stored per unit mass of a substance
‘‘Gurley value’’ a measure of the air perme ability of a membrane or porous material,
representing how easily air can pass through it
‘‘heat exchange separator’’ a device used in heat ex change systems to separate different phases of a
fluid, such as liquid and gas, while facilitating efficient heat transfer
between them
‘‘hollow fibre membrane’’ a type of artificial membr ane that consists of thin, tube-like structures
made from polymer materials such as polysulfone or polyethersulfone
‘‘horizontal thermal
shrinkage rate’’
the percentage change in the dimensions of a material in the horizontal
direction when it is subjected to thermal conditions, such as heating or
cooling
‘‘humanoid robot’’ a robot designed to resemble and mimic the human body in form and
function
‘‘interphase formation’’ the development of a in terphase at the interface between an electrode
and an electrolyte in batteries
‘‘interfacial impedance’’ a measure of the resis tance and reactance encountered by the flow of
electric current at the interface typically between an electrode and an
electrolyte in an electrochemical cell, such as a battery or fuel cell
‘‘Kgf/cm
2’’ kilogramme-force per square centimetre
‘‘kPa’’ kilopascal
‘‘LATP’’ lithium aluminium titanium phosphate
‘‘LFP’’ lithium iron phosphate, a type of lithium-ion battery that uses lithium
iron phosphate as the cathode material and a graphitic carbon
electrode with a metallic backing as the anode
‘‘lithium-ion battery’’ rechargeable batteries t hat utilise lithium ions as conductive ions that
move between the anode and cathode, and charge and discharge
through the mutual conversion of chemical energy and electrical energy
‘‘lithium metal anodes’’ an electrode made of pure lithium metal and is used as the negative
electrode in certain types of advanced batteries, particularly lithium
metal and some next-generat ion solid-state batteries
‘‘MES’’ manufacturing execution system, a software-based solution used in
manufacturing to monitor, control and optimise production processes
on the shop floor
‘‘MPa’’ megapascal
‘‘mS/cm’’ milliSiemens per centimetre
GLOSSARY OF TECHNICAL TERMS
–3 0–


--- page 40 ---
‘‘microporosity forming
technology’’
creating a microporous structure within the separator material to
enhance its performance in lithium-ion batteries
‘‘nanofibre coating’’ a coating technology th at utilises low-dimensional nanomaterials as
composite reinforcement materials to achieve ideal thickness, heat
resistance exceeding and breakdown temperature
‘‘NEV’’ new energy vehicle
‘‘oil coating’’ a type of coating that uses natural or synthetic oils as the primary
component
‘‘PE’’ polyethylene
‘‘PEO’’ polyethylene oxide
‘‘photovoltaic green
energy’’
electricity generated from sunlight using photovoltaic technology,
specifically solar panels
‘‘PI’’ polyimide
‘‘PMC’’ product material control
‘‘polyolefin’’ polymer of ethylen e, propylene, or higher olefins
‘‘pore-forming agent’’ Substance added to materials to create pores or voids within the
structure
‘‘porosity’’ the proportion of internal pores within the apparent volume of
granular materials, an important parameter that affects the fluid
transmission performance in porous media
‘‘porous membrane’’ a type of membrane that contains tiny pores or holes, allowing certain
substances to pass through while blocking others
‘‘PP’’ polypropylene
‘‘PPO’’ polyphenylene oxide, a high-p erformance thermoplastic polymer
derived from phenols
‘‘proton conductivity’’ the ability of a materi al to conduct protons through its structure
‘‘puncture strength’’ a measu re of a material’s ability to withstand penetration by a sharp or
pointed object
‘‘PVDF’’ polyvinylidene fluoride, a high-performance thermoplastic
fluoropolymer produced by the polyme rization of vinylidene difluoride
‘‘quartz component’’ a part made from quar tz, a hard, crystalline mineral composed of
silicon dioxide
‘‘reductive resistant’’ the ability to withstand reduction, which are chemical reactions caused
by gaining electrons, when exposed to an electron-rich environment,
such as that created by a lithium metal anode
GLOSSARY OF TECHNICAL TERMS
–3 1–


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‘‘semi-solid-state
electrolyte separator’’
a key component in semi-solid-state batteries to enhance battery
performance and safety
‘‘shutdown temperature’’ the specific temperatur ea tw h i c ht h es e p a r a t o rm aterial melts or closes
its pores, effectively stopping the flow of ions between the anode and
cathode
‘‘SMT’’ surface mount technology, a method used in electronics manufacturing
where electronic components are mounted directly onto the surface of a
printed circuit board
‘‘sodium-ion battery’’ batteries that utilise sod ium ions as conductive ions that move between
the anode and cathode, and charge and discharge through the mutual
conversion of chemical energy and electrical energy
‘‘solid ionic conductor’’ a solid material th at can conduct electrically charged atoms or
molecules through its structure , allowing ionic movement while
remaining in the solid state
‘‘solid-state battery’’ a type of rechargeabl e lithium-ion batteries that use solid-state
electrolyte
‘‘solid-state electrolyte
membrane’’
a crucial component in solid-sta te batteries designed to replace
traditional liquid electrolytes
‘‘stretch’’ a method that aligns the macro molecular chains in a polymer along the
direction of an external force, thereby improving the structure and
mechanical properties of the polymer
‘‘ternary lithium-ion
battery’’
a type of batteries that integrates a cathode composed of three metallic
elements, such as nicke l, cobalt and manganese
‘‘thermal runaway time’’ the duration it takes for a system, such as a battery, to reach a state of
thermal runaway
‘‘thermal shrinkage rate’’ a measure of how much a material contracts in size when subjected to a
specified elevated temperature for a certain period
‘‘thermoelectric
semiconductor’’
a material that can convert temperature differences into electrical
voltage and vice versa
‘‘uniaxial stretching
technology’’
am e t h o du s e dt om a n u f a c t u r el i t h i um-ion battery separators through
stretching the base film in one direct ion at controlled temperatures
‘‘volatile organic solvents’’ organic chemical s that easily evaporate at room temperature due to
their high vapour pressure
‘‘volumetric energy
density’’
the amount of energy stored in a given system or substance per unit
volume
‘‘water treatment
membrane’’
a barrier that allows water to pass through while blocking
contaminants based on prope rties such as size or charge
GLOSSARY OF TECHNICAL TERMS
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‘‘waterproof and
breathable membrane’’
a specialised membrane designed to provide both water resistance and
breathability
‘‘WCS’’ warehouse control system, a sof tware application designed to manage
and direct the real-time activities within a warehouse or distribution
centre
‘‘wet process’’ a chemical microporosity fo rmation technology by using solvents to
dissolve polymers
‘‘wet process separator’’ a type of battery separator produced using a solvent-based
manufacturing process
‘‘white oil recycling’’ the process of collectin g, treating and repurposing used white oil, which
is a highly refined mineral oil used i n various industrial and cosmetic
applications
‘‘WMS’’ warehouse management system, a software application designed to
optimise and manage the daily op erations within a warehouse or
distribution centre
‘‘μm’’ micrometres
‘‘μm/pa ‧s’’ micrometres per pascal-second, a unit used to measure air permeance
GLOSSARY OF TECHNICAL TERMS
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We have included in this prospectus forward-looking statements. Statements that are not
historical facts, including but not limited to statem ents about our intentions, b eliefs, expectations or
predictions for the future, are forward-looking statements.
This prospectus contains forward-looking statements and information relating to us and our
subsidiaries that are based on the beliefs of ou r management as well as assumptions made by and
information currently available to our manageme nt. When used in this prospectus, the words ‘‘aim,’’
‘‘anticipate,’’ ‘‘aspire,’’ ‘‘believe,’’ ‘‘could,’’ ‘‘expect,’’ ‘‘going forward,’’ ‘‘intend,’’ ‘‘may,’’ ‘‘ought to,’’
‘‘plan,’’ ‘‘project,’’ ‘‘seek,’’ ‘‘should,’’ ‘‘will,’’ ‘‘would,’’ ‘‘vision,’’ ‘‘target,’’ ‘‘schedule,’’ and the
negative of these words and other similar expressio ns, as they relate to us or our management, are
intended to identify forward-lo oking statements. Such statemen ts reflect the current views of our
management with respect to future events, operatio ns, liquidity and capital resources, some of which
may not materialise or may change. These statements are subject to certain risks, uncertainties and
assumptions, including the risk factors as describe d in this prospectus, some of which are beyond our
control and may cause our actual results, performance or achievements, or industry results, to be
materially different from any future results, per formance or achievements expressed or implied by
the forward-looking statements. You are strongly cautioned that r eliance on any forward-looking
statements involves known and unknown risks and uncertainties. The risks and uncertainties facing
us which could affect the accuracy of forward-look ing statements include, but are not limited to, the
following:
. our operations and business prospects;
. our ability to maintain relationships with, a nd the actions and developments affecting,
our major customers and suppliers;
. future developments, trends and conditio ns in the industries and markets in which we
operate or plan to operate;
. general economic, political and business con ditions in the markets in which we operate;
. changes to the regulatory environment in the industries and markets in which we operate;
. our ability to maintain the market positions;
. the actions and developme nts of our competitors;
. our ability to effectively contain costs and optimise pricing;
. the ability of third parties to perform in accordance with contractual terms and
specifications;
. our ability to retain senior management and key personnel and recruit qualified staff;
. our business strategies and plans to achieve th ese strategies, including our service and
expansion plans;
. our ability to defend our intellectual rights and protect confidentiality;
. the effectiveness of our quality control systems;
. change or volatility in interest rates, forei gn exchange rates, equity prices, trading
volumes, commodity prices and overall market trends; including those pertaining to the
PRC and the industry and markets in which we operate; and
. capital market developments.
By their nature, certain disclosures relatin g to these and other risks are only estimates and
should one or more of these uncertainties or risks, a mong others, materialise, actual results may vary
materially from those estimated, anticipated or p r o j e c t e d ,a sw e l la sf r o mh i s t o r i c a lr e s u l t s .
Specifically but without limitation, sales could decrease, c osts could increase, capital costs could
increase, capital investment co uld be delayed and anticipated imp rovements in performance might
not be fully realised.
FORWARD-LOOKING STATEMENTS
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Subject to the requirements of applicable laws, rules and regulations, we do not have any and
u n d e r t a k en oo b l i g a t i o nt ou p d a t eo ro t h e r w i s erevise the forward-looking statements in this
prospectus, whether as a result of new information, future events or otherwise. As a result of these
and other risks, uncertainties an d assumptions, the forward-loo king events and circumstances
discussed in this prospectus might not occur in the way we expect or at all. Accordingly, you should
not place undue reliance on any forward-looking information. All forward-looking statements in this
prospectus are qualified by reference to the caution ary statements in this section as well as the risks
a n du n c e r t a i n t i e sd i s c u s s e di n‘ ‘ R i s kF a c t o r s . ’ ’
In this prospectus, statements of or reference s to our intentions or those of our Directors were
made as at the date of this prospectus. Any su ch information may change in light of future
developments.
FORWARD-LOOKING STATEMENTS
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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 at 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 RELATING TO OUR BUSINESS AND INDUSTRY
The average selling price of our products may face downward pressure, which will adversely affect our
profit margins, result of operations and financial condition.
The average selling price of our products is i nfluenced by a variety of factors beyond our
control, including but not limited to raw materia l costs, competitor pricing, market trends and
labour costs. During the Track Record Period, the average selling price of our battery separator
products experienced a downward trend due to market competition. As a result, our gross profit
decreased by 23.7% from RMB1,290.4 million in 2023 to RMB984.3 million i n 2024, and further
decreased by 10.3% to RMB883.2 million in 2025. Our gross profit margin amounted to 43.3%,
28.1% and 21.7% in 2023, 2024 and 2025. See ‘‘ Financial Information — Description of Principal
Consolidated Statements of Comprehensive Income Items. ’’ We cannot predict the future trend of the
average selling price of our products, nor can we gua rantee that the fluctua tion of average selling
price will not continue. Any declin e in the average selling price could result in reduced gross profit
margins and gross profit, which may adversely affect our results of operations and financial
condition.
Our business is subject to the market forces in the new energy vehicle and energy storage industries and
our results are dependent in part on the changes in our customers’ industries and market demand for
their end products.
Our principal activities are dependent on the market forces in the NEV and energy storage
industries. The demand for lithium-ion battery se parators is dependent on f actors such as the use of
lithium-ion batteries for NEV and energy storage in end markets, new technological developments
resulting in new products and/or technology substitutions, and general economic conditions. The
demand for lithium-ion batteries has been growing rapidly in recent years, mainly due to the rapid
growth in demand for NEVs and energy storage. See ‘‘ Industry Overview. ’’ Moreover, our customers
generally work with us to design and develop our products for use in their end products, such as new
energy batteries and NEVs. Accordingly, demand for our separator products depends in part on the
demand for the end products of our customers, and the pace of industry acceptance and adoption of
new technologies or standards. Any reduction in de mand or activity in such industries could cause
our customers to reduce their orders from us, whic h may materially affect our business, financial
condition and results of operations.
There is no assurance that the demand for batteri es for NEVs and electrical energy storage will
continue to increase. In addition, if a more advan ced substitute for lithium-ion batteries gains
market acceptance and/or we fail to anticipate th e industry trends of the end markets that we serve,
our business, financial condition, results of operations and prospect s may be materially and
adversely affected.
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All of our revenue is derived from lithium-ion battery separators. Such relatively homogeneous product
mix may cause risks in relation to policy restrictions and shifts in market demands.
Our income relies on the sales performance of the lithium-ion battery separators. As such, our
product mix is relatively homogeneous and, to some extent, lacks diversity which may expose us to
more risks and uncertainties in times of volatile market conditions compared with those of our
competitors that generate their income fr om a more diversified product portfolio.
In particular, we may be subject to changes in re levant policies and shifts in market demand. If
the relevant regulatory bodies were to impose additional requirements in accordance with laws and
regulations on the production of lithium-ion battery separators or the purchase of certain raw
materials, our business operations and financia l performance could be materially and adversely
affected. In addition, the market demand for lit hium-ion battery separators may be subject to
changes such as consumer demand for the products of the new energy vehicle and electrical energy
storage industries as a whole, which is beyond our control. This may in turn affect our business,
results of operations and financial condition.
If we fail to keep up with rapid changes in technologies or adapt our technology to emerging industry
standards, or if our efforts to invest in new technologies are unsuccessful or ineffective, or if lithium-ion
batteries are replaced by other types of battery, our business may be materially and adversely affected.
To remain competitive, we must continue to impro ve our technologies and enhance the quality
of our products. The lithium-ion battery separator industry is becoming increasingly competitive as
there has been a growing number of new industry entrants, and investments in new technologies,
processes and techniques have been rising. Any of these factors could render our existing
technologies or products obsole te. Therefore, our success dep ends, in part, on our ability to
identify, develop, acquire or license technologies applicable to our business. We cannot assure you
that we will be able to successfully develop or acqui re or effectively apply new technologies, recoup
relevant development or acquisition costs, or adapt our products accordingly to meet emerging
industry standards. If we fail to achieve any of th e abovementioned goals, whether for technical,
legal, financial or other reasons, our business, financial condition and results of operations may be
materially and adversely affected.
In addition, there are many types of batteries that can convert chemical energy into electrical
energy. After years of development, lithium-ion ba tteries have been proven to be the most efficient
and mature for the new energy industry. Although it is unlikely that lithium-ion batteries will be
replaced by other types of batteries in the short te rm, with the continual advances made in science
and technology, a more effective product may rep lace lithium-ion batteries in the future. In that
case, our business, financial condition, and result s of operations would be materially and adversely
affected.
We may be subject to intellectual property infringement claims, which could be time-consuming or
costly to defend and may result in the diversion of our financial and management resources.
We cannot be certain that our operations or any aspects of our business do not or will not
infringe upon or otherwise violate trademarks, copyrights, patents, know-how, trade secrets or other
intellectual property rights held by third parties without our being aware of such. During September
2019 to November 2023, our Company and certain of our subsidiaries received litigations against us
in the US and the UK by a competitor for alleged inf ringement, illegal acquisition of trade secrets
and unfair competition. Please see ‘‘ Business — Legal Proceedings and Compliance. ’’ We may from
time to time be subject to additional proceedings a nd claims pending or threatened against us in the
future relating to the intellect ual property rights of others. We cannot assure you that holders of
patents or other intellectual property rights purportedly relating to some aspect of our technology
infrastructure or business, if any such holders exis t, would not seek to enforce such patents or other
intellectual property rights aga inst us. Further, the application and interpretation of Chinese
Mainland laws relating to patents and other intellectual property rights and the procedures and
standards for granting such patents or other intellectual property rights in Chinese Mainland are
evolving and may be subject to change, and we cannot assure you that PRC courts or regulatory
RISK FACTORS
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authorities would agree with our analysis. As we f ace increasing competition from competitors in
Chinese Mainland, there may be a higher risk of us being subject to intellectual property
infringement claims or other legal proceedings. We may incur additional costs in monitoring and
detecting potential infringement.
If we are found to have violated the intellectual property rights of others, we may be subject to
liability for our infringement activities or may be pr ohibited from using such intellectual property,
and may incur licencing fees or be forced to develo p alternatives of our own. Defending against any
infringement or licencing allegations and claims can be costly and time-consuming and may divert
management’s time and other resources from our b usiness and operations, and the outcome of many
of these claims and proceedings cannot be predicted. If a judgement, a fine or a settlement involving
a payment of a material sum of money were to occur , or injunctive relief were issued against us, it
may result in significant monetary liabilities and may materially disrupt our b usiness and operations
by restricting or prohibiting our use of the inte llectual property in question, and our business,
financial position, results of operations, prospe cts and reputation could be materially and adversely
affected.
Our interest-bearing indebtedness exposes us to interest rate risk in relation to our floating-rate debt,
and our level of indebtedness may prevent us from meeting relevant obligations under our indebtedness,
which may adversely affect our ability to rai se additional capital t o fund our operations.
We operate in a capital-intensive industry that r equires substantial capital and other long-term
expenditures, including expenditures for the purchase of equipment and construction of
manufacturing bases. During the Track Record P eriod, 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 at 31 December 2023, 2024 and 2025, our Group had
borrowings of RMB6,010.6 million, RMB10,384.1 million and RMB12,109.7 million, respectively,
with effective interest rates range of 2.40% to 4.25%, 2.28% to 5.59%, and 1.96% to 4.14% per
annum, respectively.
We are exposed to interest rate risk resulting fro m interest rate fluctuations. 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.
We cannot assure you that we will not have a substantial amount of borrowings in the future.
T h eh i g ha m o u n to fb o r r o w i n g sm a y( i )m a k ei tm o r edifficult for us to fulfil our obligations under
relevant indebtedness, exposing us to the risk of def ault, which, in turn, would negatively affect our
ability to operate as a going concern; (ii) require u s to allocate a higher portion of our cash flow from
operations to fund repayments of principal and interest on our borrowings, thus reducing the
availability of our cash flow for other purposes (such as working capital, capital expenditure and
other corporate purposes); (iii) expose us to high er pressure under adve rse economic or industry
conditions; (iv) limit our flexibility in planning for strategic targets, or reacting to changes in our
business or in the industry in which we operate; (v ) potentially restrict us from pursuing potential
strategic business opportunities; (vi) limit our ab ility to borrow additional funds; (vii) increase our
exposure to interest rate fluctuat ions; (viii) increase our exposure t o unpredictable adverse events,
such as not having enough cash to cover potential p roduct liability and/or expenses for upgrading
technologies or constructing ma nufacturing facilities; and (ix) limit our finance budget, each of
which will materially and adversely impact our bu siness, results of operations and financial
condition.
RISK FACTORS
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As a result of the covenants and restrictio ns, our business may be limited, and we may be
unable to raise additional debt or equity financing to compete effectively or to take advantage of new
business opportunities. A breach of any of the res trictive covenants could result in a default with
respect to the related indebtedness. If a default oc curs, the relevant lenders could demand immediate
payment. This, in turn, could cause cross-default o r payment acceleration of our other debts. In the
event that some or all of our debt payments are accelerated and become immediately due and
payable, we may not have the funds to repay , or the ability to refinance, such debt.
We face various risks associated with our inter national operations, and ou r inability to effectively
manage and contain them could adversely affect our business and performance.
While we generated a majority of our total reve nue during the Track Record Period from sales
to customers located in the PRC, we also made sales to overseas customers in countries and regions
such as South Korea, Japan, SEA and Europe. In line with our strategies, we intend to continue to
expand our international operations in the coming years. The demand for and market acceptance of
our products marketed and sold abroad are subject to uncertainty and can be heavily influenced by
local conditions and customs tariff policies. While we expect the PRC will continue to be our
primary market, we may expand the sales of our products overseas, which will expose us to a number
of risks, including, but not limited to:
. fluctuations in foreign currency exchange rates;
. increased costs associated with maintainin g the ability to understand the local markets
and develop and maintain effective marketing and distributing presence in various
countries;
. providing customer service and support in these markets;
. difficulty with staffing and managing overseas operations;
. difficulty and cost relating to compliance with different commercial and legal
requirements of the overseas markets in which we offer or plan to offer our products;
. failure to obtain or maintain permits for ou r products or services in these markets;
. different safety concerns and measures nee ded to address accident-related risks in
different countries and regions;
. inability to obtain, maintain or enforce intellectual property rights;
. unanticipated changes in prevailing economic conditions and regulatory requirements;
and
. trade barriers such as export requirements, tariffs, taxes and other restrictions and
expenses.
The success of our overseas expansion plans depends on whether we could adequately, timely
and effectively address the risks associated with overseas operations, such as failure to adopting
different legal framework and government policies, restrictions or requirements relating to foreign
investments, non-compliance with the requirements of applicable sanctions, antibribery and related
laws and regulations, failure to protect our rep utation from negative p ublicity against us, and
limitations on ability of non-nationals to reside an d work in such countries. We may not be able to
develop and implement policies and strategies th at will be effective in each location where we do
business. A change in one or more of the factors described above may have a material adverse effect
on our business, financial condition and results of operations.
Failure to compete effectively may materially and adv ersely affect our business, financial condition,
results of operations and prospects.
According to Frost & Sullivan, the market siz e of global battery separator industry by
shipment volume increased from 10.9 billion m
2 in 2021 to 40.3 billion m 2 in 2025 at a CAGR of
38.7%. Continual advances in related technologies in the lithium-ion battery separator industry, the
economies of scale facilitated by capital investm ent and the rapid increase in production capacity
have, on the one hand, resulted in a gradual reduction of production costs, and, on the other, made
market competition increasingly fierce.
RISK FACTORS
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We may face strong competition from our existing competitors as well as new industry entrants.
If we are unable to maintain our competitive adv antages and compete successfully against our
competitors and new industry entrants in the future, our business, financial condition, results of
operations and prospects may be materially and adversely affected.
We are subject to risks associated with international trade policies, geopolitics and trade protection
measures, export control and economic or trade sanctions.
We are subject to the risks associated with intern ational trade policies, geopolitics and trade
protection measures, and our business, financial condition and results of operations could be
adversely affected. Our revenue generated ov erseas amounted to RMB469.2 million, RMB401.0
million and RMB568.2 million, respectively, in 202 3, 2024 and 2025, accou nting for 15.7%, 11.4%
and 13.9% of our total revenue during the same periods. A large portion of our overseas revenue was
generated from South Korea, Japan, SEA and Europe . The severity and frequ ency of international
trade friction and disputes have increased in r ecent years. We cannot guarantee you that these
countries will not strengthen their import polic ies or product certific ation requirements for
lithium-ion battery separators in the future, wh ich may have an adverse effect on our operations.
In recent years, complexities in internationa l relations, such as the geopolitical tensions
between the U.S. and Chinese Mainland, have presented new challenges. For example, on 13
September 2024, the Office of the United States Tra de Representative announced a plan to raise the
additional tariff rate applicable to U.S. imports of lithium-ion EV batteries and lithium-ion non-EV
batteries from Chinese Mainland, pursuant to Section 301 of the Trade Act of 1974, from 7.5% to
25%, effective from 27 September 2024 and 1 January 2026, respectively. Moreover, starting from 1
February 2025, additional tariffs pursuant to the International Emergency Economic Powers Act
(IEEPA) related to fentanyl on imports from Chinese Mainland imposed by the U.S. government
were imposed at between 10% and 20%. On March 26, 2025, the U.S. government announced its
intention to impose a 25% tariff on automobiles a nd certain automobile parts imported from all
countries pursuant to authority granted by Secti on 232 of the Trade Expansion Act of 1962. In April
2025, the U.S. government imposed IEEPA reci procal tariffs of up to 125% on all imports from
Chinese Mainland. In response, Chinese Mainla nd implemented counter-measures by imposing a
125% tariff on all imports from the U.S. In Novem ber 2025, reciprocal tariffs were reduced to 10%.
Subsequently, on 20 February 2026, the U.S. Supre me Court invalidated tariffs previously imposed
on goods imported from Chinese Mainland pursuant to the IEEPA, and the Trump Administration
has sought to replace these with a 10% tariff unde r Section 122 of the Trade Act, effective from 24
February 2026, which will generally apply in addition to existing Section 301 tariffs. The U.S. has
also further extended the expiration of certain Section 301 tariff exclusions until 10 November 2026.
During the Track Record Period, we primarily sold coated separator products to the U.S. The
amounts of our separator products sales to the U.S. is RMB1.6 million, RMB9.9 million and
RMB64.1 million in 2023, 2024 and 2025, respectively, accounting for 0.05%, 0.3% and 1.6% of our
total revenue during the same year, respectively. Th ere is significant uncertainty on how the relevant
tariffs or other trade restrictions measures may evo lve, and any rising political tensions, as well as
increases in tariffs or changes to trade policies b etween the U.S. and Chinese Mainland, may have a
significant impact on our customers’ business wh ich may in turn adversely affect demands for our
products and business.
Some other regions have implemented or are considering tariffs or trade defense measures on
EV-related products manufactured in the Chinese M ainland. The EU imposed countervailing duties
on Chinese-origin EV to as much as 35.3% in October 2024. In April 2025, the EU and Chinese
Mainland have agreed to look into setting minimum prices of Chinese-made EV instead of tariffs
imposed by the EU. Our U.S. and EU Tariffs Legal A dvisor has advised that our direct exports to
the U.S. were subject to a tariff rate of 29.2% in 2023 and 2024. In 2025, total cumulative U.S. tariffs
generally increased to a maximum o f 49.2%, although there were fluctuations throughout the year
due to varying IEEPA fentanyl- and reciprocal tariff rates. On the other hand, EU tariffs on battery
separator products remained stable during t he Track Record Period at 6.5%. As of the Latest
Practicable Date, the U.S. tariff rate decreased to 39.2% due to the cancellation of IEEPA fentanyl
RISK FACTORS
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and reciprocal tariffs and the imposition of 10% Section 122 tariffs, while and EU tariff rates
remained 6.5%. The EU is also considering various measures to protect its domestic EV industry. In
2023, 2024 and 2025, our sales to the EU amounted to RMB 136.6 million, RMB99.3 million and
RMB186.7 million, respectively, representing 4 .6%, 2.8% and 4.6% of our total revenue during the
same years. As advised by our U.S. and EU Tariffs Le gal Adviser, our Directors are of the view that
given that (1) the current EU countervailing duties o nly affect Chinese-origin EVs and not batteries;
and (2) we are currently building overseas manuf acturing bases (including one in Europe), the
current EU tariffs have not had any material adverse effect on us. However, future tariffs imposed by
the EU and other potential measures could affect the demand for battery separators made by us in
international markets, in which case our business, prospects, financial condition and results of
operations could potentially be ma terially and adversely affected.
Furthermore, concerns over inflation, energy co sts, geopolitical frictions, capital market
volatility and liquidity issues may create difficult operating conditions in the future. Sales of our
products in certain countries and sales of products that include components obtained from certain
foreign suppliers maybe be materially and adverse ly affected by internatio nal trade regulations.
Certain foreign jurisdictions may impose investm ent restrictions, economic sanctions and trade
restrictions directly or indirectly affecting Chi nese Mainland-based companies. For example, on 28
October 2024, the U.S. Department of the Treasury (‘‘ Treasury ’’) issued a final rule, codified in the
United States Code of Federal Regulations at 31 C. F.R. part 850, to implement the Executive Order
14105 of 9 August 2023 (the ‘‘ Final Rule ’’), which became effective on 2 January 2025. The Final
Rule imposes investment prohibition and notifica tion requirements on U.S. persons for a wide range
of investments in entities associated with China (including Hong Kong and Macau) that are engaged
in activities relating to three sectors: (i) semic onductors and microelectronics, (ii) quantum
information technologies, and (iii) artificial inte lligence systems, collectively defined as ‘‘Covered
Foreign Persons.’’ U.S. persons subject to the Final Rule are prohibited from making, or required to
report, certain investments in Covered Fore ign Persons, which are defined as ‘‘Covered
Transactions,’’ and include certain acquisitions of an equity interest, certain debt financing, joint
ventures, and certain investments as a limited part ner in a non-U.S. person p ooled investment fund.
The Final Rule contains exceptions for certain i nvestments, including those in publicly traded
securities, except when the U.S. person investor secures rights that go beyond standard minority
shareholder protections. While we believe that we are not a ‘‘Covered Foreign Person’’ and are not
engaged in any ‘‘covered activities’’ as defined in the Final Rule, we cannot assure you that the U.S.
authorities will not take a different vi ew on the applicability of the Final Rule.
Notably, President Trump issued the America Investment Policy Memorandum on 21 February
2025, which proposes to further expand the set of technologies of concern. On 18 December 2025,
U.S. President Trump signed into law the Fiscal Y ear 2026 National Defense Authorization Act,
which includes the Comprehensive Outbound Investment National Security Act of 2025 (the
‘‘COINS Act ’’). The COINS Act largely codifies the core of the Final Rule while making certain
modifications, and requires the Treasury to, within 450 days from passage, promulgate new or
amended regulations to implement the law. In ad dition, on 4 July 2025, the One Big Beautiful Bill
Act (the ‘‘OBBBA ’’) was enacted, which, among other things, provides a series of clean energy tax
credits but restricts certain foreign entities, in cluding entities under the control or influence of
Chinese citizens, from claiming such tax credits, an d imposes other restrictions, such as sourcing,
licensing and payment restrictions, on these fore ign entities. These rules may limit our ability to
engage in certain kinds of research or to invest or maintain investments in Chinese Mainland; they
may also limit our ability to raise capital from U.S. a nd other sources. Such laws and regulations are
likely subject to frequent changes, and their interpretations and en forcements involve substantial
uncertainties, which may be heightened by national security concerns or driven by political or other
factors that are outside of our control. Therefor e, such restrictions, and similar or more expansive
restrictions that may be imposed by the U.S. or oth er jurisdictions in the future, may be burdensome
or costly to comply with and may materially and adv ersely affect us, business partners and our key
suppliers’ and customers’ abilitie s to obtain technologies, systems, devices or components that may
be critical to our technology infrastructure, service offerings and business operations, and may affect
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our sales or the sales of our customers 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 t he 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 Chinese Mainland or overseas, may be subject
to sanctions or other restrictions themselves. I f 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.
Our efforts in developing and investing in research and development may not be effective.
Our success relies on our ability to innovate new pr oducts and enhance production efficiency.
In 2023, 2024 and 2025, our resea rch and development expense s amounted to RMB242.5 million,
RMB248.0 million and RMB278.4 million, respectiv ely. In order to maintain and expand our
competitive advantage, we may devote more reso urces in the future. In addition to our in-house
R&D capabilities, we also engage in joint R&D collaboration. See ‘‘ Business — Research and
Development .’’ However, as R&D activities are inheren tly uncertain, we cannot assure you that our
product research and development projects will be successful or be completed within the anticipated
time frame or budget, or that our newly develope d products will achieve wide market acceptance.
Even if such products can be successfully commerc ialised, there is no guarantee that they will be
accepted by our customers and achieve their an ticipated sales targets or profitability.
In addition, we cannot assure you that our existing or potential competitors will not develop
products which are similar or superior to our prod ucts or are more competitively priced. As it is
often difficult to project the time frame for developing new products and the duration of market
window for these products, there is a substantial risk that we may have to abandon a potential
product that is no longer commerc ially viable, even after we have invested significant resources in
the development of such product. If we fail in our p roduct launch efforts, our business, prospects,
financial condition and results of operations may be materially and adversely affected.
Our planned expansion into the semiconductor materials business is subject to uncertainties and risks
We intend to expand into the semiconductor ma t e r i a l ss e c t o ra sp a r to fo u r‘ ‘ n e we n e r g y+
semiconductors’’ growth strategy. However, this r epresents a new business area for us and involves
uncertainties and risks. The semiconductor materials industry is highly specialised, capital-intensive
and subject to rapid technological change, and we h ave limited operating history in this sector. There
can be no assurance that we will be able to successf ully develop or commercialise semiconductor
materials products, attract customers in the semic onductor industry, or compete effectively against
established players with greater exp erience and resources in this field.
In addition, our planned investments in compan ies specialising in semiconductor materials,
including through minority equity stakes or other collaborative arrangements, may not generate the
anticipated returns. The valuation of target companies may prove to be higher than their actual
worth, and the anticipated synergies, cost savings , operational efficiencies and other benefits from
such investments may not be realised within the exp ected timeframe, or at all. The integration of any
acquired businesses or technologies into our existing operations may be more difficult,
time-consuming or costly than anticipated, and may divert management attention and resources
from our core lithium-ion battery separator business.
Furthermore, the semiconductor industry is subj ect to extensive regulation, export controls and
geopolitical sensitivities, particularly in th e context of ongoing tensions between the U.S. and
Chinese Mainland. Applicable laws and regul ations, including export control regimes and
investment restrictions, may limit our ability to a ccess certain technologies, customers or markets
in the semiconductor sector, or may impose compliance costs and operational constraints that
adversely affect the viability or profitabilit y of our semiconductor materials business.
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If we are unable to successfully develop and grow our semiconductor materials business, or if
the risks described above materialise, our business, financial condition, results of operations and
prospects may be materially and adversely affected.
We are subject to customer concentration risk and the loss of, or a significant reduction in purchases
from, any of our major customers would significa ntly reduce our profitability and materially and
adversely affect our prospects, business, results of operations and financial condition.
During the Track Record Period, a majority of ou r lithium-ion battery separators were sold to
a relatively limited number of customers, and we expect our customer concentration to remain at a
relatively high level in the near future. Our key c ustomers include LG Energy Solution, Samsung
SDI, AESC, Murata, SK On, SAFT, CATL, BYD, Gotion High-tech, CALB, EVE Energy and
Sunwoda. In 2023, 2024 and 2025, the revenue contributed by our top five customers in each year
accounted for 63.8%, 50.9% and 60.8% of our tot al revenue, respectively. As such, we may be
subject to concentration risks f rom these major customers. We can not assure you that we will be able
to maintain our relationships with our major cust omers in the future. Our major customers are not
obliged in any way to continue to cooperate with u s in the future at a level that is similar to that in
the past, or at all. Should any of our major custo mers reduce substantially their demand for our
products or terminate its business relationship with us entirely, or fail to settle its payments on time,
we may not be able to secure new business from other customers to compensate for such reduction in
s a l e sd e m a n do rl o s so fb u s i n e s s .I fo u rr e l a t i o n s h i p sw i t ht h e s em a j o rc u s t o m e r sd e t e r i o r a t e ,o ri f
there is a perceived decline in the quality of our pr oducts, our sales to these major customers may
decrease accordingly. As a result, our business, financial condition, results of operations and
prospects may be materially and adversely affected.
Our business is susceptible to any policy changes affecting the new energy vehicle and ESS industry,
which may materially and adversely affect our business.
New policy for lithium-ion separators or changes in the regulatory requirements concerning the
end markets for lithium-ion separators may affect our business, financial condition, results of
operations and prospects. For example, on 20 October 2020, the Sta te Council issued the
Development Plan for New Energy Automobile In dustry (2021–2035) (Guobanfa [2020] No. 39) ( 《新
能源汽車產業發展規劃（2021–2035 年）》（國辦發[2020]39 號）), proposing to achie ve the large-scale
application of highly autonomous vehicles throug h a 15-year programme. However, these policies
are subject to certain limits, and we cannot assur e you that any new legislations or regulatory
requirements, if any, would be favourable to our b usiness or financial condition. For instance,
according to the Notice on Improving the Financial Subsidy Policies for the Promotion and
Application of New Energy Vehicles (Cai Jian [2020] No. 86) ( 《關於完善新能源汽車推廣應用財政補
貼政策的通知》（財建[2020]86 號
）) (the ‘‘2020 Subsidy Circular ’’), released by the Ministry of Finance,
the Ministry of Industry and Information Technol ogy, the Ministry of Science and Technology and
the Development and Reform Commission on 23 April 2020, which was further confirmed on 31
December 2020 and 31 December 2021, save in areas su ch as public transportation, the subsidies for
EV purchases from 2020 to 2022 will generally be reduced by 10%, 20% and 30%, respectively,
based on the level of the previous year, and the total number of EVs sold in Chinese Mainland that
will be entitled to such subsidies should be no m ore than two million each year. In addition, the
national EV subsidy policy for purchase of new EVs under the 2020 Subsidy Circular was terminated
on 31 December 2022. The termination of the subsidy p olicy could directly affect the profitability of
the EV manufacturers in the short term and some o f them may choose to pass down such increased
costs to end customers, which may discourage end c ustomers from choosing EVs, and thus affect the
overall market demand of EV battery products and lithium-ion battery separators.
In addition, in the context of the national goal of becoming carbon neutral, the energy storage
market in Chinese Mainland has welcomed a series o f favourable policies. For instance, Action Plan
for Carbon Dioxide Peaking Before 2030 ( 《2030 年前碳達峰行動方案》), issued by the State Council
in 2021, unveiled a series of action plans to accelerate energy storage development. As for ESS
industry, on 23 July 2021, the National Development and Reform Commission (the ‘‘ NDRC ’’) and
the National Energy Administration (the ‘‘ NEA’’) issued the Guiding Opinions on Accelerating the
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Development of New Energy Storage (Fa Gai Neng Yuan Gui [2021] No. 1051) ( 《關於加快推動新型
儲能發展的指導意見》)( 發改能源規[2021]1051 號), which set the goal of achieving a cumulative
installation capacity of 30 GWh of ESS by 2025, and achieving the comprehensive market
development of new energy storage by 2030. On 26 July 2021, the NDRC issued the Notice on
Further Improvement of the Time-of-use Pric ing Mechanism (Fa Gai Jia Ge [2021] No. 1093) ( 《關於
進一步完善分時電價機制的通知》)( 發改價格[2021]1093 號), which encouraged the use of ESS to
reduce the power load in peak hours. On 21 December 2021, the NEA issued the Regulations on
Power Grid Connection and Operations (Guo Neng Fa Jian Guan Gui [2021] No. 60) ( 《電力併網運
行管理規定》)( 國能發監管規[2021]60 號), which included electrochemical energy storage and other
new energy storage into the management of grid-c onnected subjects. On 29 January 2022, the NDRC
and NEA issued the ‘‘14th Five-Year Plan’’ New Ene rgy Storage Development Implementation Plan
(Fa Gai Neng Yuan [2022] No. 209) ( 《‘‘十四五’’新型儲能發展實施方案》)(
發改能源[2022]209 號),
which set the goal of enhancing the technological performance of electrochemical ESS and reduces
the systematic cost by over 30% by 2025, and encouraged to innovate new energy storage business
models and explore the application of business mod els such as shared energy storage, cloud energy
storage and energy storage aggregation. The Sta ndards for Lithium-Ion Battery Industry (2024
edition)《鋰離子電池行業規範條件（2024 年本）》and the Measures for the Administration of
Lithium-Ion Battery Industry (2024 edition) 《鋰離子電池行業規範公告管理辦法（2024 年本）》were
released by the Ministry of Industry and Informat ion Technology, which en hanced the performance
specifications requirements for lithium-ion batteries and the application requirements for production
capacity expansion.
We may need to change or adapt our business focus from time to time in response to new rules
and regulations regarding the end markets of our products, but may not be able to do so timely and
efficiently. Any new legislation or changes in the regulatory requirements regarding our end markets
could have a material and adverse effect on our end customers, which in turn could materially and
adversely affect our business, financial condition and results of operations. Over the past few years,
we have benefited from government policy support, driving the development of lithium-ion
battery-related industries, including that of lit hium-ion battery separators. However, there is no
assurance that these policies will not change or be c oncluded in the future, in which case the entire
lithium-ion battery industry chain, including the lithium-ion battery separator industry, may be
adversely affected, which would have an adverse effect on our business, financial condition, and
results of operations.
Our historical performance may not be indicative of our future growth.
Our revenue increased by 17.6% to RMB3,506 .2 million in 2024, and further increased by
16.3% from RMB4,076.8 million in 202 5. However, our historical gro wth rates may not be indicative
of our future growth, and we may not be able to maintain similar growth rates in the future. Our
future growth is affected by a number of factors, s uch as macroeconomics, in dustrial policies, the
demand of the downstream market, the overall indu strial environment of the downstream market,
technological advances and market competition. We cannot assure you that we will grow at the same
rate as we have in the past, or at all.
We may face management risks arising from the expansion of our business.
Our business, results of operations and financ ial condition depend in part on our ability to
effectively implement our expansion strategies. W ith our rapid development, the scale of our assets
and income has continued to grow and is expect ed to further expand, which will increase the
responsibilities of our managem ent. To effectively manage the expected growth of our operations
and personnel, we will need to continue to improve our technological, operational and financial
systems, policies, procedures and controls. Ther e is no assurance that we will be able to effectively
manage our growth or to implement all these system s, procedures and control measures successfully
or that our new business initiatives will be successf ul. If our management fail to properly manage the
rapid expansion of our business, or our organisational structure and management system do not
improve in line with our expansion, our compe titiveness may be weakened, and we may face
management risks caused by rapid expansion.
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Unauthorised use of our intellectual property by third parties may harm our brand and reputation,
materially and adversely affect our business, and we may incur substantial expenses to protect our
intellectual property rights.
We regard our patents, trademarks and other inte llectual properties as c ritical to our success.
See ‘‘Business — Intellectual Property. ’’
We have made advanced progress and attained a l arge number of R&D achievements since our
inception. However, some of our R&D is still in the process of patent applications. We may face
risks that our applications may be rejected. In addition, some of our proprietary technologies are
non-patented technologies. If such technologies are leaked or violated, our business and financial
conditions may be adversely affected.
In addition, we cannot assure you that these agreements will not be breached, that we will have
adequate remedies to prevent any breach in time or at all, or that our proprietary technology,
know-how or other intellectual property will not oth erwise be disclosed to third parties. Costly and
time-consuming litigation could be necessary to enforce and determine the scope of our proprietary
rights, and failure to obtain or maintain trade s ecret protection could adversely affect our
competitive position. See ‘‘ Business — Legal Proceedings and Compliance. ’’
Furthermore, our business partners may not alw ays comply with our contract terms prohibiting
the unauthorised use of our brands, images and other intellectual property rights. The agreements
may not effectively prevent disclosure of confiden tial information and may not provide an adequate
remedy in the event of unauthorised disclosure of confidential information. In addition, third parties
may independently discover trade secrets and pro prietary information, limiting our ability to assert
any trade secret rights against such parties.
Implementation of intellectual property laws in Chinese Mainland has been developing.
Monitoring the unauthorised use of our proprietary technology, trademarks and other intellectual
property is difficult and expensive, and litigat ion may be necessary to enforce our intellectual
property rights. Future litigation could result in substantial costs and diversion of resources,
including management time and attention, and could d isrupt our business, as well as materially and
adversely affect our financial cond ition and results of operations.
We may not be able to properly manage our production capacity.
We strategically operate our production facilit ies to secure efficient production with high
utilisation rates. In 2023, 2024 and 2025, our design ed production capacity amounted to 2,923.5
million m
2, 4,475.8 million m 2 and 5,687.9 million m 2, respectively. Our utilisation rate in 2023, 2024
and 2025 amounted to 89%, 90% and 81%, respectiv ely. Despite the increase in our production
capacity, our ability to meet the growing demands for our customers may still be constrained by
limitations in our production facilities.
We expect to expand our production capacity to meet customers’ expected demands for our
products. See ‘‘ Business — Manufacturing. ’’ However, there is no assurance that such expansion
plans will be successfully implemented as sche duled or will be commercially successful. Our
production capacity expansion plan is also subject to interruptions caused by risks commonly
associated with large construction and expansion p rojects, such as sufficiency of capital, failure to
obtain requisite approvals from regulatory autho rities, adverse weathe r conditions, natural
disasters, accidents and unforeseen circumst ances and problems, and other factors beyond our
control. As such, we may not be able to achieve the p lanned production capacity expansion on time.
Furthermore, our investment in such expansion plans may not necessarily lead to the desired
results. If the expansion results in production cap acity that exceeds our business growth or does not
a l i g nw i t hm a r k e td e m a n df o rc e r t a i np r o d u c tc ategories, we may encounter issues such as low
utilisation rates of production capacity, overprodu ction, increased fixed co sts, and reduced margins.
If any of the foregoing events occur, our results of o perations, financial performance and business
prospects could be materially and adversely affected.
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Price fluctuations and inadequate supply of raw materials, energy, transportation and other necessary
supplies or services may impact our business, financial condition and results of operations.
Our raw materials primarily consisted of thermal plastics such as PP and PE, additives,
packaging and auxiliary production materials. The cost of raw materi als represents a substantial
portion of our total operating costs. In 2023, 2024 and 2025, our cost of raw materials amounted to
RMB693.7 million, RMB1,271.1 million and RMB1, 410.3 million, respectively, accounting for
41.0%, 50.4% and 44.2% of our costs of sales in the same year, respectively. We are vulnerable to
price changes in raw materials, energy, transportation, and other essential supplies or services due to
factors like inflation, currency fluctuations, we ather changes, and shifts in supply and demand. We
may not be able to offset price increases by raising the price of our products, in which case our profit
margin will decrease, and our financial conditio n and results of operations may be materially and
adversely affected. We may lose our competiti ve advantage if the prices of our products rise
significantly. This in turn could result in loss of sales and customers.
Moreover, if the supply of raw materials, energ y, transportation and other necessary supplies
or services is affected by natural disasters, adverse weather conditions, suppliers’ equipment failures,
disruptions in transport or other inclement factors, we may not be able to identify and secure
alternative sources of supply at acceptable prices or at all. We cann ot assure you that unexpected
and serious shortages of supply will not occur in the future. Any price fluctuations or disruption in
supply of raw materials, energy, transportation and other necessary supplies or services may have a
material adverse effect on our business, financial condition and results of operations.
We may be subject to risks associated with our product quality.
T h e r ei sn oa s s u r a n c et h a tw ew i l ln o tb ei n v o l v ed in those events in the future. Lithium-ion
batteries used in EVs and ESSs are inherently complex and may be subject to failure, accidents or
other malfunctions. Our lithium-ion battery separator products and the products of third parties in
which our products are a component are becoming i ncreasingly sophisticated and complicated as
technologies continue to advance. We cannot guarantee that there are no and will not be any quality
issues with our products. Any qua lity issues with our battery sepa rator products could compromise
our product performance, lose customers and/or o rders, and reduce our profitability. In addition,
third parties who have suffered losses may bring p roduct liability claims or legal proceedings against
us, which could require us to pay substantial mone tary compensation. Moreo ver, a product liability
claim could generate considerable negative public ity about our products and business, which would
materially and adversely affect our brand, business, prospects and results of operations.
Our manufacturing processes are potentially vulnerable to disruptions that can increase our production
costs. We may experience potential disruptions in operations due to manufacturing difficulties or
potential accidents.
Our manufacturing processes are complex, requ iring equipment that is periodically modified
and upgraded to improve manufacturing yields and product performance. From time to time,
production difficulties may arise that could cause delivery delays or reduced output. There is no
guarantee that we will not encounter manufacturin g issues in achieving acceptable output or timely
product delivery due to factors such as construction delays, challenges in upgrading or modifying
existing production lines, building new plants, adapting to new manufacturing technologies or
processes or delays in equipment deliveries. Any o f these issues could constrain our production
capacity and adversely affect our results of operations.
In addition, we may experience disruptions in our production lines due to additional factors
such as labour shortages or natural disasters, which may delay our production and delivery, leading
to sales loss, increased costs and damaged customer relationships. Any such event may adversely
affect our business, results of operati ons, financial condit ion, and prospects.
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We may be subject to liabilities associated with work-related accidents.
Our manufacturing processes entail certain risk s, such as industrial acci dents, which could lead
to significant property damage or personal injury. Any such incident, regardless of its location,
could result in substantial production interruptions and delays, or claims for significant damage due
to personal injuries or property damage, thereb y adversely impacting our business, financial
condition and operational results.
We are subject to supplier concentration risk and any decrease in supplies and change in the business
relationship with our suppliers could have a material and adverse effect on our business, financial
condition, results of operation and prospect.
In 2023, 2024 and 2025, purchases from our top five suppliers in each year were RMB499.7
million, RMB715.4 million and RMB919.3 million respect ively, accounting for 47.5%, 44.2% and
48.0% of our total purchases of raw materials in the r espective year, respectively. We believe that we
have a good cooperative relationship with our k ey suppliers. However, we cannot assure you that
there will not be any dispute with our major suppl iers, or that we will be able to maintain business
relationships with our existing suppliers. There is no assurance that we are able to maintain business
relationship with our existing suppliers, or we will be able to secure su pply of raw materials at
competitive prices. If we cannot locate alternat ive suppliers for replace ment in a timely manner
and/or on comparable commercial terms, our business operation may be hindered, which could
materially and adversely affect our profitability.
Work stoppages, increases in labour cost and other labour-related matters may have an adverse effect
on our business.
We believe that we have a good working relationship with our employees. We have not
experienced any material work stoppages, strikes or other major labour problems during the Track
Record Period. However, there is no assurance tha t any of such events will not arise in the future. If
our employees were to engage in a strike or other wo rk stoppage, we could experience significant
disruption of our operations and/or higher ongoing labour costs, which may have an adverse effect
on our business, financial condition and results of operations.
In addition, labour costs in regions where we operate have been increasing in recent years and
could potentially continue to increase, which may further increase our manufacturing costs. Factors
contributing to rising labour costs include infl ationary pressures, changes in minimum wage laws
and increased demand for skilled workers. Addition ally, regulatory chang es or enhanced employee
benefits mandated by law could further exacerbate these costs. The competition for skilled labour in
our industry is intense and we may be required to offer more attractive compensation packages to
retain and attract qualified personnel. We may not be able to pass on these increased costs to
customers by increasing the selling prices of our p roducts in light of competitive pressure in the
markets where we operate. In such circumstances, our profit margin may decrease and our financial
condition and results of operations may be materially and adv ersely affected.
We may need additional capital for business operations and expansion, and may be unable to obtain
such capital in a timely manner or on acceptable terms, or at all.
We may require additional capital beyond those generated by the operating activities from time
to time to grow our business, better serve our customers, develop and enhance our products, and
improve our operating facilities. Accordingly, we may need to issue additional equity or debt
securities or obtain a credit facility. The incurrenc e of debt financing would result in increased debt
service obligations and could result in operatin g and financing covenants that would restrict our
operations or our ability to pay di vidends to our shareholders.
Our ability to obtain additional capital is sub ject to a variety of uncertainties, including:
. our market position and competitivene ss in the markets in which we operate;
. our future profitability, overall financial condition and results of operations;
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. general market conditions for capital-raisin g activities by companies in the lithium-ion
battery separator market or other relevant markets in Chinese Mainland, which in turn
are dependent on the prospects of such industries; and
. economic, political and other conditio ns in Chinese Mainland and globally.
We may be unable to obtain additional capital in a timely manner or on commercially
acceptable terms, or at all. If we are unable to obtain adequate financing on terms satisfactory to us
when we require it, our ability to continue to supp ort our business growth could be significantly
impaired, and our business and pro spects may be adversely affected.
We recorded net current liabilities during the Trac k Record Period, which cou ld expose us to liquidity
risks.
We recorded net current liabilities of RMB 1,435.4 million as of 31 December 2025. Our net
current liability position as of 31 December 2025 was primarily due to the increase in borrowings for
construction of manufacturing bases. There can be no assurance that we will be able to record net
current assets in the future. If we continue to record net current liabilities, we may face liquidity risks
and may not be able to repay short term indebtedness. In addition, having significant net current
liabilities could constrain our operational flexib ility and adversely affect our planned expansion
plans and our business operations. Any of these events may have a material adverse impact on our
business, financial condition and results of operations.
Fluctuations in exchange rates could have an adverse effect on the Group’s results of operations.
A part of our business uses US dollar as the settlement currency. Our revenue generated
overseas amounted to RMB469.2 million, RMB401.0 million and RM B568.2 million, respectively, in
2023, 2024 and 2025, accounting for 15.7%, 11.4% and 13.9% of our total revenue during the same
periods. In addition, we recor ded net foreign exchange gains of RMB1.0 million, RMB27.1 million
and RMB11.4 million in 2023, 2024 and 2025, respec tively. As we have expanded in, and expect to
continue to explore, overseas markets, we are incre asingly subject to risks a ssociated with foreign
exchange fluctuations.
Failure to maintain optimal inventory levels could inc rease our inventory holding costs or negatively
impact our sales.
Our inventories consisted of raw materials, se mi-finished goods and finished products. As at 31
December 2023, 2024 and 2025, t he balances of our inventories amounted to RMB396.9 million,
RMB518.1 million and RMB762.4 million, respectiv ely. Our average inventory turnover days were
80.7 days, 72.6 days and 79.5 days in 2023, 2024 and 2025, respectively. As at 31 December 2023,
2024 and 2025, our provision for impairment o f inventories amounted to RMB43.1 million,
RMB45.7 million and RMB65.2 million, respectively . One of our customers during the Track Record
Period experienced deterioration of operating co nditions. We proactively negotiated with such
customer and made full provision of RMB12.7 million for impairment of relevant inventories
associated with this customer in 2024. However, we may not be able to effectively manage our
inventory level or to identify any excessive build-u p or insufficient stock of inventory in our global
operations. We may misjudge market demand. Inventory levels in excess of customer demand may
result in inventory write-downs or write-offs, and the sale of excess inventory at discounted prices
could impair the image of our brands and harm our g ross margin. However, if we underestimate the
demand for our products, insufficient stock could result in delays in the shipment of our products,
thereby impacting our ability to generate sal es and cause damages to our reputation and
relationships with our customers. Therefore, fa ilure to maintain optimal inventory levels could
increase our inventory holding costs or cause us to lose sales, either of which could adversely impact
our business, financial condition and results of operations.
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We may be exposed to liquidity risk due to a long cash conversion cycle.
We recorded relatively long trade and note rece ivables turnover days, which may lead to delays
in converting our revenue into cash. Our cash conv ersion cycle, a metric measuring how efficiently
we manage its working capital by tracking the numb er of days it takes to convert our investments in
inventory and other resources into cash flows from sales, was 175.2 days, 223.1 days and 234.9 days
in 2023, 2024 and 2025, respectively. The cash conversion cycle is calculated by adding average
inventory turnover days and average trade and notes receivables turnover days, then subtracting
average trade and notes payables turnover days. A long cash conversion cycle may increase our
reliance on working capital or external financing to support our operations and growth. If we are
unable to manage our inventory and receivables efficiently or to secure adequate financing on
acceptable terms, our liquidity position, financial condition, and results of operations could be
materially and adversely affected.
Our financial results may be affected by government grants.
We recorded government grants of RMB101 .8 million, RMB84.5 million and RMB99.7 million
for the years ended 31 December 2023, 2024 and 2025, respectively. Not all of those grants are
recurring in nature. The aforementioned grants we received are uncertain and subject to certain
criteria and procedures stipulated by local governm ents. In addition, the development focus of local
governments may shift to other industries over time. We cannot assure you that we will be able to
receive any such grants in the future. If we are una ble to receive future grants at the same level as we
received during the past, or at all, our profita bility for the period may be adversely affected.
We are exposed to credit risks related to our trade receivables.
We generally grant credit periods within 180 days to our customers. Our trade and notes
receivables amounted to RMB1,773.2 million, RMB2 ,376.1 million and RMB2,480.1 million as at 31
December 2023, 2024 and 2025, respectively. In 2023, 2024 and 2025, our average trade and notes
receivables turnover days amounted to 204.4 days , 223.6 days and 224.1 days, respectively. If any of
our customers experience financial difficulties in s ettling the trade receivables due to factors beyond
their control such as adverse changes in the competitive landscape and government policies of the
industries in which they operate, our correspon ding trade receivables recoverability might be
adversely affected. One of our customers during th e Track Record Period experienced deterioration
of operating conditions. We proactively negotia ted with such customer and made full provision of
RMB50.0 million for trade receivables related to this customer in 2024.
If we are unable to collect our trade receivables from our customers in a timely manner per
contractual terms or at all, or if there are any m aterial delays in payment by our customers, our
liquidity and cash management will be materially an d adversely affected, which, in turn, might affect
our business, financial condition and results of operation.
Impairment losses of prepayments, other receivables and other assets would adversely affect our
business, financial performance and results of operations.
Our prepayments, other receivables and othe r assets mainly consisted of (i) prepayment for
acquisition of non-current assets, mainly relating to prepayments for acquisition of equipment for
our manufacturing, (ii) VAT recoverable, (iii) prepay ments for materials and others, mainly relating
to raw materials, and (iv) other receivables, main ly relating to lease deposits. As at 31 December,
2023, 2024 and 2025, our prepayment, other receivables and other assets amounted to RMB1,699.2
million, RMB1,891.3 million and RMB907.6 million, respectively.
We measure loss allowance of other receivables as either 12-month expected credit loss or
lifetime expected credit loss, depending on whether th ere has been a significant increase in credit risk
since initial recognition. All prepayment and ot her assets are tested for impairment whenever there
are indications that the asset’s carrying amoun tm a yn o tb er e c o v e r a b l e .I m p a i r m e n tl o s si s
recognised as an expense immediately for the amo unt by which the asset’s c arrying amount exceeds
its recoverable amount. We only recorded impairmen t losses for other receivables during the Track
Record Period. As at 31 December, 2023, 2024 and 2025, we recorded allowance for impairment of
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other receivables of RMB0.5 million, RMB0.9 million and RMB1 .7 million, respectively. The
a s s e s s m e n to fi m p a i r m e n tl o s s e si n v o l v e sas i g n i f i c a n td e g r e eo fm a n a g e m e n tj u d g e m e n t sa sw e l la s
estimates in determining the key assumptions. Such management’s estimates and the related
assumptions have been made in accordance with in formation available to us, such estimates or
assumptions are subject to further adjustment if new information becomes known. Therefore, there
is uncertainty on the prediction of the movement of impairment of prepayments, deposits and other
receivables. Significant impairment losses on pre payments, deposits and other receivables may have
a material adverse effect on our financi al condition and results of operations.
Furthermore, we may be required to incur costs t o comply with current or future environmental
laws and regulations. These current or future la ws and regulations may impair our research,
development or production effort s. Failure to comply with these law s and regulations also may result
in fines, penalties or other sanctions. Any of the foregoing could adversely affect our business,
financial condition, results of operations and prospects.
We may be subject to penalties under relevant PR C laws and regulations due to failure to be in full
compliance with social insurance and housing provident fund regulations.
Pursuant to the PRC laws and regulations, we are r equired to participate in the employee social
welfare plan administered by local governments. Such plan consists of pension insurance, medical
insurance, work-related injury in surance, maternity insurance, une mployment insurance and housing
provident fund. The amount we are required to contribute for each of our employees under such plan
should be calculated based on the employee’s actual salary level of the previous year, and be subject
to a minimum and maximum level as from time to time prescribed by local authorities. In 2023, 2024
and 2025, the amount of our shortfall in our contributions of social insurance fund and housing
provident fund (including contributions made by third-party human resources agencies) is RMB13.0
million, RMB12.9 million and RMB12.0 million, respec tively. During the Track Record Period and
up to the Latest Practicable Date, although we have not made contributions based on the employee’s
actual salary level, we have not received any noti ce requiring us to pay any outstanding social
insurance and housing provident fund contributions, nor have we been subject to any administrative
action or penalty by the relevant regulatory authorities with respect to our social insurance and
housing provident fund contributions. As advise d by our PRC Legal Adviser, according to the Social
Insurance Law of the PRC, from the date on wh ich the payment is in arrears, a late payment
surcharge of 0.05% of the outstanding amount ma y be imposed on a daily basis. In addition, where
payment is still not made after the expiry of the t ime limit ordered by the competent authorities, a
fine could be imposed with the maximum being three times the amount in arrears. Any of the
foregoing could adversely affect our financial cond ition and results of operations. As advised by our
PRC Legal Adviser, based on the interviews with relevant competent gove rnment authorities,
assuming that there is no material pending employee claims (or an y such claims have been properly
resolved) and no material change to current PRC l aws and regulations and the practice in policy
implementation and inspection of local governme nts, the likelihood tha t we would be required by
relevant authorities to pay all shortfall and late fees for social insurance and housing provident fund
contributions and/or be subject to material admin istrative penalties due to failure to make full
contributions is remote.
Any negative publicity regarding our Company, Directors, employees or products, regardless of its
veracity, could adversely affect our business.
Our image is sensitive to the public’s percep tion of us as a business in its entirety, which
includes not only the quality and competitiveness of our products, but also our corporate
management and culture. We can not guarantee that no one will, intentionally or otherwise,
distribute information about us, especially information regarding the quality of our products or our
internal management matters, th at may result in a negative perception of us by the public. Any
negative publicity about our Company, Directors, employees or products, regardless of veracity,
could lead to potential loss of customers or difficulty in retaining or recruiting talent that are
essential to our business operations. As a result , our business, financial condition, results of
operations, reputation and prospects may be materially and adversely affected.
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Acquisitions, investments or strategic cooperation may fail and materially and adversely affect our
reputation, business and results of operations.
We may acquire additional assets or businesse s that may generate synergies when combined
with our existing business. The cost of identifying and consummating acquisitions may be
significant. We may also have to obtain shareholders’ approvals and approvals and licences from
the government authorities for the acquisitions and comply with applicable laws and regulations.
Obtaining such approvals and licences may delay, if not halt, our acquisition efforts. Future
acquisitions, investments and the subsequent integration of new assets and businesses into our own
may entail a number of risks, including:
. increased operating expenses and capital need;
. share dilution from the issuance of additional securities;
. incurrence of debt, goodwill impairment cha rges, amortisation expenses for other
intangible assets and contingent or unforeseen liabilities;
. diversion of our management’s attention and resources from our existing business in the
pursuit of such acquisition;
. failure to achieve the anticipated valuation, synergies, cost savings, operational
efficiencies or other benefits from an acq uisition or investment, whether due to
incorrect assumptions, unforeseen market developments or other factors beyond our
control;
. difficulties in integrating the operations, sy stems, technologies, personnel, products and
cultures of an acquired business with our existing operations, which may be more
complex, time-consuming or costly than anticipated;
. disruption to our existing business operations and diversion of management attention
arising from integration activities;
. frictions in the assimilation of operations, tal ents, intellectual property and products of an
acquired business; and
. loss of key personnel and business relationships as a result of such acquisition.
We may also in the future enter into strategic coop eration with various third parties. Strategic
cooperation with third parties could su bject us to a number of risks, including:
. disclosure or misappropriation of proprietary information;
. defaults including breach of covenants, n on-performance by the counterparty; and
. negative publicity related to these third-parties or such strategic cooperation.
If we fail to address the risks related to our future acquisitions, investments and strategic
cooperation, including the risks o f failing to achieve anticipated val uations, synergies or integration
outcomes, we may not be able to realise the anticipated benefits and our reputation, business,
financial condition and results of operations may be adversely affected.
We are exposed to risks relating to the retention of our senior management.
The composition and continued commitment of our senior management team has been a key
element of our success and our ability to operate effe ctively. Our future success is also significantly
dependent upon the continued service of our key executives and other personnel who make up our
management team, and our ability to attract and retain personnel who have the necessary experience
and expertise. If we lose our senior management member to competitors or other industries, our
competitiveness, operations and ab ility to grow may be adversely affected.
Our business depends substantially on the continuous efforts of our talent pool comprising employees
and scientists who support our existing operations and future growth. If we are unable to retain, attract,
recruit or train such personnel, our business may be materially and adversely affected.
Our success depends on our ability to attract, re cruit and train a large number of qualified
employees and retain existing key personnel including scientists and experts. In particular, we rely on
our research and development team to develop tech nologies and our experienced sales personnel to
maintain relationships with our customers. In order to compete for talent, we may need to offer
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higher compensation, better training, more attractive career opportunities and other benefits to our
employees, which may be costly. We cannot assure you that we will be able to attract or retain the
qualified workforce necessary to support our future growth. Furthermore, any disputes between us
and our employees or any labour-related regulatory or legal proceedings may divert management
and financial resources, negatively affect staf f morale, reduce our productivity, or harm our
reputation and future recruiting efforts. In additi on, our ability to train and integrate new employees
into our operations may not meet the demands of our growing business. Any of the above issues
related to our workforce may materially and adver sely affect our operations and future growth.
We rely on third parties to provide logistics servic es for our business. If these third parties fail to
provide reliable and timely services, our business, financial condition and results of operations may be
adversely affected.
We rely on third-party service providers for so me services in connection with our business, such
as logistics. We obtain services from third-part y service providers who we believe are able to meet
our requirements. However, the services provide d by any of the third-party service providers may
not be provided in a timely manne r and the services provided by them may not be of satisfactory
quality. If the third-party service providers do no t perform satisfactorily, substantially reduce the
amount and scope of their services, substantially increase the prices of their services or terminate
their business relationship with us, we may need to r eplace the third-party service providers or take
other remedial actions which could increase our costs of operations. As we do not have direct control
over the third-party service pro viders, if they become involved in the unauthorised provision of
services not complying with our requirements or a pplicable laws and regulat ions, our reputation in
the industry will be affected. This, in turn, may materially and adversely affect our business,
financial condition and results of operations.
We may be involved in claims, disputes and legal proceedings in our ordinary course of business.
From time to time, we may be involved in clai ms, disputes and legal proceedings in our
ordinary course of business. These may concern issues relating to, among others, breach of contract,
employment or labour disputes, antitrust, infri ngement of intellectual property rights, and
environmental matters. See ‘‘ Business — Legal Proceedings and Compliance. ’’ If we fail in
defending against any such claims, we may be subject to substantial damages to compensate the
claimants. Any claims, disputes or legal proceedings initiated by us, or brought against us, with or
without merit, may result in substantial costs an d diversion of resources and may materially harm
our reputation. Furthermore, claims, dispute s or legal proceedings against us may be due to
defective supplies sold to us by our suppliers, who may not be able to indemnify us in a timely
manner, or at all, for any costs that we incur as a result of such claims, disputes and legal
proceedings.
On 31 July 2025, the Supreme People’s Court of the PRC issued the Interpretation II by the
Supreme People’s Court of the PRC on Legal Issues in the Trial of Labour Dispute Cases ( 最高人民法
院關於審理勞動爭議案件適用法律問題的解釋（二）) (the ‘‘Interpretation ’ ’), which takes effect from 1
September 2025. Failure to comply with the new inte rpretations may impose a dditional obligations
on us, or otherwise increase our compliance costs and expose us to potential penalties and fines.
Our insurance coverage may not be sufficient to cover all losses, which may increase our costs of
operation.
We maintain property risk insurance and employee-related insurance for our business
operations. However, the amount of coverage, d epending on the insurance policies to which we
subscribe, may not be adequate to fully compensa te all types of loss, damage and liability we may
suffer in the future. For example, insurances cove ring loss from acts of war, terrorism, or natural
disasters may be unavailable or cost prohibitive. I n addition, we cannot guarantee that our policies
can be renewed on similar or acceptable terms, o r at all. If we suffer unexpected severe losses or
losses that far exceed the policy limits, our busine ss, financial condition, results of operations and
prospects may be materially and adversely affected.
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Our business and operations may be materially and adversely affected by natural disasters, epidemics
and pandemics.
Our business may be adversely affected by the occurrence of typhoons, severe storms,
earthquakes, floods, fires or other natural disasters or similar events especially in the areas where we
operate. In addition, any outbreak of a contagious disease, such as severe acute respiratory
syndrome (SARS), Middle East respiratory syndrom e, avian influenza or novel coronavirus disease
(COVID-19), could disrupt our operations with respect to our supply chain, production, delivery
and sales. Such events could decrease the demand for our products, impact the productivity of our
workforce, make it difficult or impossible for us to manufacture and deliver products to our
customers in a timely manner, or to receive mate rials and equipment from our suppliers. Should
major public health emergencies, including pandem ics, arise, we could be adversely affected by more
stringent employee travel restrictions, additional requirements in freight, relevant policies affecting
the movement of products between regions, del ays in the ramp-up of the production capacity and
disruptions in the operations of our suppliers. In the event of a natural disaster, we could incur
significant losses, which could require subst antial recovery time and result in significant
expenditures in order to resume operations.
RISKS RELATING TO WHERE WE CONDUCT BUSINESS
Changes in the economic, political or social conditions or government policies in the countries and
regions where we operate could affect our business, financial condition and results of operations.
A substantial part of our assets and operations are located in Chinese Mainland. In addition,
we operate our business in a number of other geographic markets globally. Accordingly, our
business, financial condition and results of operations could also be influenced by political,
economic and social conditions in these markets. Economic growth in each of our geographic
markets has been uneven, both geographically an d among various sectors within any one of the
relevant economies. Any economic downturn, whether actual or perceived, further decrease in
economic growth rates or an otherwise uncertain economic outlook in our geographic markets or
any other market in which we may operate could affe ct our business, financial condition and results
of operations. Changes in the economic or political environment could increase our costs, increase
our exposure to legal and business risks, disrupt our operations and affect our results of operations.
We may be subject to approval, filing or other regu latory requirements of the CSRC or other PRC
governmental authorities in connection with future capital raising activities.
We may, from time to time, undertake capital raisin g activities, including offerings of equity or
debt securities in the PRC or overseas markets. In connection with such activities, we may become
subject to approval, filing, registration or other regulatory requirements imposed by the CSRC or
other relevant PRC governmental authorities, pa rticularly the regulatory frameworks governing
offshore listings and securities o fferings by PRC-related entities. Any failure or delay in obtaining
the necessary approvals or completing the required filings could materially an d adversely affect our
ability to access capital markets in a timely mann er or on commercially favourable terms, which may
in turn impact our funding strategy, expansion plans and overall financial condition.
Development in the legal system of certain geographic markets in which we operate could materially and
adversely affect us.
Legal systems of the geographic markets where we operate vary significantly from jurisdiction
to jurisdiction. Some jurisdictions have a civil la w system based on written statutes and others are
based on common law. Unlike the common law system, prior court decisions under the civil law
system may be cited for reference bu t have limited precedential value.
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The legal systems of some geographic markets wh ere we operate are consistently evolving. Laws
and regulations that are recently enacted may not su fficiently cover all aspects of economic activities
in such markets. In particular, the interpretation and enforcement of these laws and regulations are
subject to future implementations, and the applic ation of some of these laws and regulations to our
businesses is not settled. Since local administrativ e and court authorities are authorised to interpret
and implement statutory provisions and contractual terms, it may be difficult to evaluate the
outcome of administrative and court proceedings and the level of legal protection we have in many of
the geographic markets where we operate. Local courts may have discretion to reject enforcement of
foreign awards or arbitration awards. These uncert ainties may affect our judgement on the relevance
of legal requirements and our ability to enforce ou r contractual rights or claims. In addition, the
regulatory uncertainties may be exploited through unmerited or frivolous legal actions, claims
concerning the conduct of third parties, or threa ts in attempt to extract payments or benefits from
us.
Furthermore, many of the legal systems in the ge ographic markets where we operate are based
in part on their respective government policies and internal interpretation s, some of which are not
published on a timely basis or at all and may have re troactive effects. There are other circumstances
where key regulatory definitions are unclear, impre cise or missing, or where interpretations that are
adopted by regulators are inconsistent with interpretations adopted by a court in analogous cases.
As a result, we may not be aware of our violation of certain policies or rules until sometime after the
violation. In addition, administrative and court proceedings in certain of our geographic markets
may be protracted, resulting in substantial costs and diversion of resources and management
attention.
It is possible that a number of laws and regulations may be adopted or construed to be
applicable to us in our geographic markets and elsewhere that could affect our businesses and
operations. Scrutiny and regulations of the indust ries in which we operate may further increase, and
we may be required to devote additional legal and other resources to addressing these regulations.
Changes in current laws or regulations or the imposition of new laws and regulations in our
geographic markets may slow the growth of our in dustries and affect our business, financial
condition and results of operations.
Regulations on currency exchange may limit our fore ign exchange transaction s, including our ability to
pay dividends and other obligations, and may affect the value of your investment.
The conversion of Renminbi is subject to applica ble laws and regulations in Chinese Mainland.
We cannot guarantee that under a certain exchange rate, we will have sufficient foreign exchange to
meet our foreign exchange needs. Under the current PRC foreign exchange control system, foreign
exchange transactions under the current account conducted by us, including the payment of
dividends, do not require advance approval from the SAFE. We are required to present documentary
evidence of such transactions and conduct such tra nsactions at banks that have the licences to carry
out foreign exchange business. Foreign exchange transactions under the capital account conducted
by us, however, must be registered in advance by the SAFE or its designated banks.
Under existing foreign exchange regulations, following the completion of the Global Offering,
we will be able to pay dividends in foreign currencies without prior approval from the SAFE by
complying with certain procedural requirements . However, any change in these foreign exchange
policies or any insufficiency of foreign exchange ma y restrict our ability to obtain sufficient foreign
exchange for dividend payments to shareholde rs or to satisfy any other foreign exchange
requirements, or to capitalise our capital expen diture plans, and even our business, results of
operations and financial co ndition, may be affected.
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We could be subject to changes in our tax rates, the adoption of new tax legislation or exposure to
additional tax liabilities.
For the companies established in Chinese Ma inland, the EIT Law imposes a tax rate of 25% on
business enterprises. Our Company and some of our subsidiaries are entitled to preferential tax
treatment. For example, our Company and several o f our subsidiaries in Chinese Mainland have
been qualified as high-tech enterprises or engaged in policy-encouraged busin esses, accordingly, they
were entitled to a preferential income tax rate of 15% during the Track Record Period. For details,
see ‘‘Financial Information — Description of Principal Consolidated Statements of Comprehensive
Income Items — Income Tax Expense. ’’ To the extent there are any changes in the laws and
regulations governing preferential tax treatme nt or increases in our effective tax rate due to any
other reasons, our tax liability would increase corr espondingly. In addition, regulations on income,
withholding, value-added, and other taxes are su bject to be amended or restated. Non-compliance
with the tax laws and regulations in Chinese Mainl and may also result in penalties or fines imposed
by relevant tax authorities. Adjustments or changes to tax laws and regulations in Chinese Mainland
and tax penalties or fines could affect our businesses, financial condition and results of operations.
Holders of our H Shares may be subject to PRC income tax obligations.
Under the current PRC tax laws and regulations, non-PRC resident individuals and non-PRC
resident enterprises are subject to different tax ob ligations with respect to the dividends paid to them
by us and the gains realised upon the sale or other disposition of H Shares by them. Non-PRC
resident individuals are required to pay PRC indi vidual income tax at a 20% rate for the dividends
or gain from share transfer derived in Chinese M ainland under the Individual Income Tax Law of
the PRC (《中華人民共和國個人所得稅法》) and its implementation regulations. Accordingly, we are
required to withhold such tax from dividend payme nts, unless applicable tax treaties between the
PRC and the jurisdiction in which the foreign individual or enterprise resides reduce or exempt the
relevant tax obligations. Pursuant to the Arrangement between the Mainland of China and the Hong
Kong Special Administrative Region for the Avoid ance of Double Taxation and the Prevention of
F i s c a lE v a s i o nw i t hR e s p e c tt oT a x e so nI n c o m e(《內地和香港特別行政區關於對所得避免雙重徵稅
和防止偷漏稅的安排》) signed on 21 August 2006, the PRC government may impose tax on dividends
paid by a PRC company to a resident of the HKSAR (including natural person and legal entity), but
such tax will not exceed 10% of the total amount of the dividends payable by the Chinese company.
If an HKSAR resident directly holds 25% or more of the equity interest in a PRC company, such tax
will not exceed 5% of the total dividends payable by the Chinese company. The Fifth Protocol to the
Arrangement between the Mainland of China and t he Hong Kong Special Administrative Region for
the Avoidance of Double Taxation and the Prevent ion of Fiscal Evasion with Respect to Taxes on
Income ( 《〈內地
和香港特別行政區關於對所得避免雙重徵稅和防止偷漏稅的安排〉第五議定書》)
issued by the State Taxation Ad ministration of the PRC (‘‘ STA ’’) effective on 6 December 2019
stipulates that the arrangements or transactions made for the primary purpose of obtaining the
above-mentioned tax benefits are not subject to the above-mentioned provisions. For non-PRC
resident enterprises that do not have establishments or premises in the PRC, and for those who have
establishments or premises in the PRC but whose income is not related to such establishments or
premises, under the Enterprise Income Tax Law of the PRC ( 《中華人民共和國企業所得稅法》), and
its implementation regulations, d ividends paid by us and gains realised by such foreign enterprises
upon the sale or other disposition of H Shares are typically subject to PRC enterprise income tax at a
10% rate. The Circular on Issues Relating to th e Withholding of Enterprise Income Tax by PRC
Resident Enterprises on Dividends Paid to Overse as Non-PRC Resident Enterprise Shareholders of
HS h a r e s(《關於中國居民企業向境外H股非居民企業股東派發股息代扣代繳企業所得稅
有關問題的通
知》) issued by the STA, also stipulates that the wi thholding tax rate for dividends payable to
non-PRC resident enterprise holders of H Shares shall be 10%, subject to a further reduction under a
special arrangement or an applicable treaty betwee n Chinese Mainland and the jurisdiction of the
residence of the relevant non-PRC resident enterprise. Despite the arrangements mentioned above,
the interpretation and application of applicable PRC tax laws and regulations are subject to the then
relevant laws and regulations due to several factors, including whether the relevant preferential tax
treatment will be revoked in the future such that all non-PRC resident individual holders will be
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subject to PRC individual income tax at a flat ra te of 20%. If there is any change to applicable tax
laws and rules and interpretation or application wit h respect to such laws and rules, the value of your
investment in our H Shares may be materially affected.
You may experience difficulties in effecting service of legal process and enforcing judgements against
us, our most Directors and senior management.
We are a company incorporated under the P RC laws and a majority of our assets and
subsidiaries are located in Chinese Mainland. The majority of our Directors and senior management
reside within Chinese Mainland. The assets of th ese Directors and senior management also may be
located within Chinese Mainland. As a result, it m ay be complex and difficult to effect service of
process upon or to enforce judgements against us, most of our Directors and senior management
outside Chinese Mainland.
Any failure to comply with relevant regulations regarding the registration requirements for employee
share incentive plans may subject our share incentive plan participants or us to fines and other legal or
administrative sanctions.
In February 2012, SAFE promulgated the Notices on Issues Concerning the Foreign Exchange
Administration for Domestic Individuals Part icipating in Stock Incentive Plan of Overseas
Publicly Listed Company (( 關於境內個人參與境外上市公司股權激勵計劃外匯管理有關問題的通
知》), replacing earlier rules promulgated in 2007 . Pursuant to these rules, PRC citizens and
non-PRC citizens who reside in Chinese Mainland f or a continuous period of not less than one year
and participate in any stock incentive plan of an o verseas publicly listed company, subject to a few
exceptions, are required to register with SAFE through a domestic qualified agent and complete
certain other procedures. In addition, an overseas-entrusted institution must be retained to handle
matters in connection with the exercise or sale of stock options and the purchase or sale of shares
and interests. We, our executive officers and oth er employees who are PRC citizens or who reside in
Chinese Mainland for a continuous period of not less than one year and who have been granted
options of H shares will be subject to these regul ations when we become an H-share listed company
upon the completion of the Global Offering. Failu re to complete SAFE registrations may subject
them to fines and legal sanctions. In light o ft h ea b o v e ,w ec a n n o ta s s u r ey o ut h a tw ew i l l
continuously adopt additional H shares incentive plans for our directors, executive officers and
employees under PRC law. In addition, the STA has issued certain circulars concerning employee
share options and restricted shares. Under the se circulars, our employees working in Chinese
Mainland who exercise share options or are gr anted restricted shares will be subject to PRC
individual income tax. We have obligations to file documents related to employee share options or
restricted shares with relevant tax authorities and to withhold individual income taxes of those
employees who exercise their share options. If our employees fail to pay or we fail to withhold their
income taxes according to relevant laws and regulations, we may face sanctions imposed by the tax
authorities.
RISKS RELATING TO THE GLOBAL OFFERING
We will be concurrently subject to listing and regulatory requirements of Chinese Mainland and Hong
Kong.
As we are listed on the Shenzhen 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 exemp tion 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 and traded on the Shenz hen Stock Exchange. Following the Global
Offering, our A Shares will continue to be traded on the Shenzhen Stock Exchange and our H Shares
will be traded on the Stock Exchan ge. Under current laws and regulations of Chinese Mainland,
without the approval from the relevant regulatory authorities, our H Shares and A Shares are neither
RISK FACTORS
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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 w ell 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 p rice of our A Shares may adversely affect the price
of our H Shares, and vice versa. 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. You 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 an active trading market for our H Shares
may not develop or be sustained.
Prior to the Global Offering, there was no pub lic market for our H Shares. We cannot assure
you that a public market for our H Shares with adequ ate liquidity and trading volume will develop
and be sustained following the completion of the Glo bal Offering. In addition, the Offer Price of our
H Shares is expected to be fixed by agreement b etween the Joint Global 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 t he 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 mat erially and adversely affected.
The liquidity, trading volume and market price of our H Shares may be subject to significant volatility
in response to various factors beyond our control, including the general market conditions of securities
in Hong Kong and elsewhere in the world.
The price and trading volume of our H Shares may be subject to significant volatility in
response to various factors beyond our control, including the general market conditions of securities
in Hong Kong and elsewhere in the world. In parti cular, the business and performance and the
market price of the shares of other companies enga ging in similar business may affect the price and
trading volume of our H Shares. In addition to market and industry factors, the price and trading
volume of our H Shares may be highly volatile for specific business reasons, such as fluctuations in
our revenue, earnings, cash flows and investments, changes in our pricing policies and expenditures,
regulatory developments, demand for our services, unexpected business interru ptions resulting from
natural disasters or power short ages, our ability to obtain or maintain regulatory approval for our
operations, relationships with our suppliers, move ments or activities of key personnel, or actions
taken by competitors. Moreover, shares of other companies listed on the Stock Exchange with
significant operations and assets in Chinese M ainland have experienced price volatility and
fluctuations in trading volume in the past, and it is possible that our H Shares may be subject to
fluctuations in price and volume not directly rela ted to our performance but related to the overall
political and economic conditions in Hong Kong, the PRC or elsewhere in the world.
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.
Our historical dividends may not be indicative of our future dividend policy. We cannot
guarantee when and in what form dividends will be paid on our H Shares following the Global
Offering. The declaration of d ividends is proposed by the Boa rd and is based on, and limited by,
various factors, including witho ut limitation, our business and financial performance, capital and
regulatory requirements, and general business conditions. We may not have sufficient or any profits
to enable us to make dividend distributions to our Shareholders in the future, even if our financial
statements indicate that our operations have been profitable. See ‘‘ Financial Information — Dividend
Policy ’’ for more details.
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You should not place any reliance on any information released by us in connection with the listing of our
A Shares on the Shenzhen Stock Exchange.
As our A Shares are listed on the Shenzhen Stock Exchange, we have been subject to periodic
reporting and other information disclosure requir ements in Chinese Mainland. As a result, from time
to time, we publicly release information relati ng to us on the Shenzhen Stock Exchange or other
media outlets designated by the CSRC. However, the information announced by us in connection
with our A Shares listing is based on regulatory requirements of the securities authorities, industry
standards and market practices in Chinese Mainla nd, which are different from those applicable to
the Global Offering. The presentation of financia l and operational information for the Track Record
Period disclosed on the Shenzhen Stock Exchange or other media outlets may not be directly
comparable to the financial and ope rational information contained in this prospectus. Therefore,
prospective investors in our H Shares should be 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 ap plying to purchase our H Shares in the Global
Offering, you will be deemed to have agreed that yo u 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.
Our Single Largest Shareholders have substantial influence over our Group and their interests may not
be aligned with the interests of our other Shareholders.
Our Single Largest Shareholders have substantial influence over our business, including
matters related to our management, policies and decisions regarding acquisitions, mergers,
expansion plans, consolidations and sales of all o r substantially all of our assets, election of
directors and other significant corporate actio ns. Immediately following the completion of the
Global Offering, our Single Largest Shareholders w ill hold approximately 11.425% of our Shares in
issue. This concentration of ownership may disco urage, delay or prevent a change in control of our
Company, which could deprive other Shareholders of an opportunity to receive a premium for their
Shares as part of a sale of our Company and might reduce the price of our H Shares. These events
may occur even if they are opposed by our other Shareholders. In addition, the interests of our Single
Largest Shareholders may differ f rom the interests of our other Shareholders. It is possible that our
Single Largest Shareholders may exercise their substantial influence over us and cause us to enter
into transactions or take, or fail to take, actions or make decisions that conflict with the best
interests of our other Shareholders.
You should read the entire prospectus carefully and only rely on the information included in this
prospectus to make your investment decision, and we strongly caution you not to rely on any
information contained in press articles or other media coverage relating to us, our Shares or the Global
Offering.
We strongly caution our investors not to rely on any information contained in press articles or
other media regarding us, our Shares and the Global Offering. Prior to the publication of this
prospectus, there may be press an d media coverage regarding the Global Offering and us. Such press
and media coverage may include references to certain information that does not appear in this
prospectus, including certain operating and financial information and projections, valuations and
other information. We have not authorised the disclosure of any such information in the press or
media and do not accept any responsibility for any such press or media coverage or the accuracy or
completeness of any such information or publication. We make no representation as to the
appropriateness, accuracy, completeness or reliab ility of any such information or publication. To the
extent that any such information is inconsistent or conflicts with the information contained in this
prospectus, we disclaim responsibility for it and o ur investors should not rely on such information.
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Certain facts, forecast and other statistics in this prospectus obtained from official government sources
have not been independently verified and may not be reliable.
Certain facts, forecast and other statistics in this prospectus are derived from various
government resources. However, our Directors can not guarantee the quality or reliability of such
source materials. We believe that the sources of the said information are appropriate sources and
have taken reasonable care in extracting and reproducing such information. We have no reason to
believe that these information is false or misle ading or that any fact has been omitted that would
render these information false or misleading. Nevertheless, infor mation from official government
sources has not been independently verified by us, the Sole Sponsor, the Sponsor-Overall
Coordinator, the Overall Coordinators, the Join t Global Coordinators, the Joint Bookrunners,
the Joint Lead Managers, the Underwriters, the Cap ital Market Intermediaries or any of our or their
respective affiliates or advisers and, therefore, w e make no representation as to the accuracy of such
facts and statistics. Further, there is no assuranc e that they are stated or compiled on the same basis
or with the same degree of accuracy as similar stati stics presented elsewhere. In all cases, our
investors should consider carefully how much weight or importance should be attached to or placed
on such facts or statistics.
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DIRECTORS’ RESPONSIBILITY FOR THE CONTENTS OF THIS PROSPECTUS
This prospectus, for which our Directors (including any proposed Director who is named as
such in this prospectus) collectively and individua lly accept full responsibilit y, includes particulars
given in compliance with the Companies (Winding U p and Miscellaneous Provisions) Ordinance, the
Securities and Futures (Stock Market Listing) Rules (Chapter 571V of the Laws of Hong Kong) and
the Hong Kong Listing Rules for the purpose of giving information with regard to our 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 that there a re no other matters the omission of which would
make any statement herein or this prospectus misleading.
CSRC FILING
We have completed the filing procedures w ith the CSRC on 9 April 2026 for the Global
Offering and the Listing of our H Shares on the Hong Kong Stock Exchange in accordance with the
Overseas Listing Trial Measures released by the CSRC on 17 February 2023 and took effect on 31
March 2023. In giving such confirmation, the C SRC accepts no responsib ility for the financial
soundness of us or for the accuracy of any of the statements made or opinions expressed in this
prospectus. No other approvals are required to be obtained for the listing of the H Shares on the
Stock Exchange.
INFORMATION ON THE GLOBAL OFFERING
This prospectus is published solely in connection with the Hong Kong Public Offering. For
applications under the Hong Kong Public Offe ring, this prospectus contains the terms and
conditions of the Hong Kong Public Offering. The Global Offering comprises the Hong Kong Public
Offering of initially 14,952,500 Offer Shares and th e International Offering of initially 134,571,000
Offer Shares (subject, in each, to reallocation on the basis as set out in ‘‘ Structure of the Global
Offering ’’ 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
h e r e i na n dt h e r e i n .N op e r s o ni sa u t h o r i s e dt og i v ea n yi n f o r m a t i o ni nc o n n e c t i o nw i t ht h eG l o b a l
Offering or to make any representation not contai ned in this prospectus, and any information or
representation not contained herein must not be relied upon as having been authorised by the
Company, the Sole Sponsor, the Overall Coordinators, the Joint Global Coordinators, the Joint
Lead Managers, the Joint Bookrunners, the Underwri ters, the Capital Market Intermediaries, any of
our or their affiliates or any of their respective d irectors, officers, employees, advisors, agents or
representatives, or any other persons or parties in volved in the Global Offeri ng. 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 in our affairs since the date of this prospectus
or that the information in this prospectus is correct as at any subsequent time.
Please see ‘‘Structure of the Global Offering ’’ for details of the structure of the Global Offering,
including its conditions.
PROCEDURE FOR APPLICATION FOR HONG KONG OFFER SHARES
The procedure for applying for the Hon gK o n gO f f e rS h a r e si ss e tf o r t hi n‘ ‘How to Apply for
the Hong Kong Offer Shares ’’ 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 is
aware of the restrictions on the offer and sale of the Hong Kong Offer Shares described in this
prospectus and that he/she is not acquiring, and has not been offered, any Offer Shares in
circumstances that contravene any such restrictions.
INFORMATION ABOUT THIS PROSPECTUS AND THE GLOBAL OFFERING
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No action has been taken to permit a public offering of the Offer Shares or the distribution of
this prospectus in any jurisdict ion other than Hong Kong. Accord ingly, and without limitation to
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 authorised 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 an d sale of the Offer Shares in other jurisdictions are
subject to restrictions and may not be made except a s permitted under the applicable securities laws
of such jurisdictions pursuant to registration w ith 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 U.S.
STRUCTURE OF THE GLOBAL O FFERING AND UNDERWRITING
The Listing is sponsored by the Sole Sponsor and the Global Offering is managed by the
Overall Coordinators. The Hong Kong Public O ffering is fully underwritten by the Hong Kong
Underwriters subject to the terms and conditions of the Hong Kong Underwriting Agreement. The
International Offering is expected to be fully underwritten by the International Underwriters, subject
to the agreement on the Offer Price between us and the Overall Coordinators (for themselves and on
behalf of the other Underwriters). Please see ‘‘ Underwriting ’’ in this prospectus for further details on
the Underwriters and the underwriting arrangements.
DETERMINATION OF THE OFFER PRICE
The Offer Shares are being offered at the Offe r Price which will be determined by us and the
Overall Coordinators (for themselves and on behalf of the other Underwriters) on the Price
Determination Date, which is expected to be on or before Thursday, 18 June 2026.
If, for any reason, the Offer Price is not agreed between us and the Overall Coordinators (for
themselves and on behalf of the other Underwriters) on or before 12 : 00 noon on Thursday, 18 June
2026, the Global Offering (including the Hong Kon g Public Offering) will not proceed and will lapse.
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 pu rsuant to the Global Offering. Assuming that the
Hong Kong Public Offering becomes unconditi onal in Hong Kong at or before 8 : 00 a.m. in Hong
Kong on Tuesday, 23 June 2026, it is expected that dealings in our H Shares on the Stock Exchange
will commence on Tuesday, 23 June 2026. The H Shares will be traded in board lots of 500 H Shares
each, and the stock code of the H Shares will be 6067. Except as otherwise disclosed in this
prospectus, no part of our H Shares is listed on or dealt in on any other stock exchange, and no such
listing or permission to list is being or proposed to be sought in the near future.
Under section 44B(1) of the Co mpanies (Winding Up and Miscellaneous Provisions)
Ordinance, any allotment made in respect of any a pplication 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 sai d three weeks, be notified to the Company by or on
behalf of the Hong Kong Stock Exchange.
INFORMATION ABOUT THIS PROSPECTUS AND THE GLOBAL OFFERING
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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 d ealings 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 activitie s under CCASS are subject to the General Rules of
HKSCC and HKSCC Operational Procedures i n effect from time to time. All necessary
arrangements have been made for the H Shares to be admitted into CCASS. Investors should seek
the advice of their stockbroker or other professi onal advisors for the details of the settlement
arrangements as such arrangements may affect their rights and interests.
H SHARE REGISTER AND STAMP DUTY
All of the H Shares issued pursuant to applic ations made in the Global Offering will be
registered on our H Share register to be maintained in Hong Kong by our H Share Registrar,
Computershare Hong Kong Inves tor 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 Sh are register will be subject to Hong Kong stamp
duty. Please see ‘‘ Statutory and General Information — (F) Other Information — 11. Taxation of
Holders of H Shares ’’ in Appendix V to this prospectus. Invest ors should seek professional tax advice
for further details of Hong Kong stamp duty.
DIVIDENDS PAYABLE TO HOLDERS OF H SHARES
Unless determined otherwise by the Compan y, 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 the
Company in Hong Kong and sent by ordinary post, at the Shareholders’ risk, to the registered
address of each Shareholder of the Company.
PROFESSIONAL TAX ADVICE RECOMMENDED
You should consult your professional adviso rs if you are in any doubt as to the taxation
implications of subscribing for, p urchasing, holding, disposal of, dealing in or the exercise of any
rights in relation to our H Shares. None of the Company, the Sole Sponsor, the Sponsor-Overall
Coordinator, the Overall Coordinators, the Joi nt Lead Managers, the Joi nt Bookrunners, the
Underwriters, the Capital Market Intermediari es, any of our or their affiliates or any of their
respective directors, officers, employees, advise rs, agents or representatives, or any other persons or
parties involved in the Global Offering accepts resp onsibility for any tax effects on, or liabilities of,
any person resulting from the subscription, purchase , holding, disposal of, dealing in, or the exercise
of any rights in relation to, our H Shares.
LANGUAGE
If there is any inconsistency between this pr ospectus and its Chinese translation, this
prospectus shall prevail. For ease of reference, the names of the Chinese laws and regulations,
government authorities, institutions, natural pe rsons or other entities (including certain of our
subsidiary) have been included in this prospectus in both the Chinese and English languages. In the
event of any inconsistency, the Chinese name shall prevail.
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 arithmeti c aggregation of the figures preceding them.
INFORMATION ABOUT THIS PROSPECTUS AND THE GLOBAL OFFERING
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CURRENCY TRANSLATIONS
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 con tains certain translatio ns for the convenience
purposes at the following rates: Renminbi in to Hong Kong dollars at the rate of HK$1.00 to
RMB0.86998, Renminbi into U.S. dollars at th e rate of US$1.00 to RMB6.81870 and Hong Kong
dollars into U.S. dollars at the rate of US$1.00 to HK$7.83777.
No representation is made that any amounts in RMB or Hong Kong dollars can be or could
have been at the relevant dates converted at the above rate or any other rates or at all.
INFORMATION ABOUT THIS PROSPECTUS AND THE GLOBAL OFFERING
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I np r e p a r a t i o nf o rt h eL i s t i n g ,w eh a v es o u g h tthe following waivers from strict compliance
with the relevant provisions of the Listing Rules.
WAIVER IN RESPECT OF MANAGEMENT PRESENCE IN HONG KONG
Pursuant to Rule 8.12 and Rule 19A.15 of the Lis ting Rules, an issuer must have a sufficient
management presence in Hong Kong. This will no rmally mean that at least two of its executive
directors must be ordinarily resident in Hon g Kong. Given that (i) our Group’s management
headquarters, senior management, business operations and assets are primarily based outside Hong
Kong, namely in the mainland China; (ii) our e xecutive Directors and members of the senior
management team prin cipally reside in the mainland China; and (iii) the management and operations
of the Company have been mainly under the supervision and guidance of our executive Directors and
senior management team, who are principally responsible for the overall management, corporate
strategy, planning, business development and control of the Group’s businesses and it is important
for them to remain in close proximity to the Group’s operations located in the mainland China, the
Directors consider that the appointment of executive directors who will be ordinarily resident in
Hong Kong 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. For the above reasons, we do not
have, and do not contemplate in the foreseeable future that we will have sufficient management
presence in Hong Kong for the purp ose of satisfying Rule 8.12 and Rule 19A.15 of the Listing Rules.
Accordingly, we have applied for, and the Sto ck Exchange has granted, a waiver from strict
compliance with Rule 8.12 and Rule 19A.15 of the L isting Rules. We will ensure that there is an
effective channel of communication between the Stock Exchange and us by way of the following
arrangements:
(a) pursuant to Rule 3.05 of the Listing Rul es, we have appointed and will continue to
maintain two authorised repre sentatives who shall act at all times as the principal channel
of communication with the Stock Exchange. E ach of our authorised representatives will
be readily contactable by the Stock Exchange to deal promptly with enquiries from the
Stock Exchange and will be able to meet with the Stock Exchange within a reasonable
time frame on request. Both of our authorised representatives are authorised to
communicate on our behalf with the Stock Exchange. Our Company will also inform
the Stock Exchange promptly in respect of any change in our authorised representatives.
At present, our two authorised representatives are Dr. ZHANG XIAOMIN, our executive
Director, and Mr. Chow Tsz Ho, our joint company secretary;
(b) pursuant to Rule 3.20 of the Listing Rules , each Director will provide his/her contact
information (including telephone number, m obile phone number and/or email address) to
the Stock Exchange and to the authorised repr esentatives. This will ensure that the Stock
Exchange and the authorised representatives should have means for contacting all
Directors promptly at all times as and when required;
(c) we will endeavour to ensure that each Direc tor who is not ordinarily resident in Hong
Kong possesses or can apply for valid trave l documents to visit Hong Kong and can meet
with the Stock Exchange within a reasonable period; and
(d) pursuant to Rule 3A.19 of the Listing Rules, we have appointed Vast Harbour Corporate
Finance Limited (formerly known as Goldlink C apital (Corporate Finance) Limited) as
our compliance adviser (the ‘‘ Compliance Adviser ’’), who will act as an additional channel
of communication with the Sto ck Exchange from the Listing Date to the date when our
Company complies with Rule 13.46 of the Listi ng Rules in respect of its financial results
for the first full financial year immediately f ollowing the Listing Date. The Compliance
Adviser will maintain constant contact with t he authorised representatives, Directors and
senior management of our Company through various means, including regular meetings
and telephone discussions whe never necessary. Our authoris ed representatives, Directors
and other members of the senior management of our Company will promptly provide such
WAIVERS
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information and assistance as the Compl iance Adviser may reasonably require in
connection with the performance of the Com pliance Adviser’s duties as set forth in
Chapter 3A of the Hong Kong Listing Rules; and
(e) meetings between the Stock Exchange and our Directors will be arranged through the
authorised representatives or the Complia nce Adviser, or directly with our Directors
within a reasonable time frame. We will inform the Stock Exchange promptly in respect of
any change in our authorised representa tives and/or our Compliance Adviser.
WAIVER IN RESPECT OF APPOINTMENT OF JOINT COMPANY SECRETARIES
Pursuant to Rules 3.28 and 8.17 of the Listing Rules, we must appoint a company secretary
who, by virtue of his/her academic or professional qualifications or relevant experience, is, in the
opinion of the Stock Exchange, capable of dischar ging the functions of the company secretary. Note
1t oR u l e3 . 2 8o ft h eL i s t i n gR u l e sp r o v i d e st h at the Stock Exchange considers the following
academic or professional qua lifications to be acceptable:
(a) a member of The Hong Kong Cha rtered Governance Institute;
(b) a solicitor or barrister as defined in the Leg al Practitioners Ordinance (Chapter 159 of the
Laws of Hong Kong); and
(c) a certified public accountant as defined in the Professional Accountants Ordinance
(Chapter 50 of the Laws of Hong Kong).
Note 2 to Rule 3.28 of the Listing Rules further provides that the Stock Exchange considers the
following factors in assessing the ‘‘relevant experience’’ of the individual:
(a) length of employment with the issuer and o ther issuers and the roles he/she played;
(b) familiarity with the Listing Rules and other r elevant laws and regulations including the
SFO, the Companies Ordinance, the Companies (Winding Up and Miscellaneous
Provisions) Ordinance and the Takeovers Code;
(c) relevant training taken and/or to be taken in addition to the minimum requirement under
Rule 3.29 of the Listing Rules; and
(d) professional qualifications in other jurisdictions.
Pursuant to Chapter 3.10 under the Guid e for New Listing Applicants (the ‘‘ Guide ’’) published
by the Stock Exchange, the Stock Exchange will consider a waiver application by an issuer in
relation to Rules 3.28 and 8.17 of the Listing Rule s based on the specific facts and circumstances.
Factors that will be considered by the Stock Exchange include:
(a) whether the issuer has principal business activities primarily outside Hong Kong;
(b) whether the issuer was able to demonstra te the need to appoint a person who does not
have the Acceptable Qualification nor Relevant Experience (both as defined under
paragraph 11 of Chapter 3.10 under the Guide) as a company secretary; and
(c) why the directors consider the individual to be suitable to act as the issuer’s company
secretary.
Further, pursuant to paragraph 13 of Chapter 3.10 under the Guide, such waiver, if granted,
will be for a fixed period of time (the ‘‘ Waiver Period ’’) and on the following conditions:
(a) the proposed company secretary must be assisted by a person who possesses the
qualifications or experience as required un der Rule 3.28 of the Listing Rules and is
appointed as a joint company secretary throughout the Waiver Period; and
(b) the waiver can be revoked if there are materi al breaches of the Listing Rules by the issuer.
Our Company has appointed Mr. Li Sheng (‘‘ Mr. Li ’’) as one of our joint company secretaries.
Mr. Li has extensive experience in board and corpo rate management matters but presently does not
possess any of the qualifications under Rules 3.28 and 8.17 of the Listing Rules, and may not be able
WAIVERS
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to solely fulfil the requirements of the Listing R ules. Therefore, we have appointed Mr. Chow Tsz
Ho (‘‘Mr. Chow ’’), who is an associate member of both The Hong Kong Chartered Governance
Institute and The Chartered Governance In stitute in the United Kingdom and meets the
requirements stipulated under Rules 3.28 and 8.17 of the Listing Rules, as a joint company
secretary to provide assistance to Mr. Li for an initial period of three years from the Listing Date to
enable Mr. Li to acquire the ‘‘relevant experienc e’’ under Note 2 to Rule 3.28 of the Listing Rules so
as to fully comply with the requirements set forth u nder Rules 3.28 and 8.17 of the Listing Rules. For
details of their biographies, please see ‘‘ Directors and Senior Management — Joint Company
Secretaries .’’
Given Mr. Chow’s professional qualification and experience, he will be able to explain to both
Mr. Li and us the relevant requirements under the Listing Rules and other applicable Hong Kong
laws and regulations. Mr. Chow will also assi st Mr. Li in organising Board meetings and
Shareholders’ meetings of our Company as well as other matters of our Company which are
incidental to the duties of a company secretary. Mr. Li is expected to work closely with Mr. Chow
and will maintain regular contact with Mr. Chow. In addition, Mr. Li will comply with the annual
professional training requirement under Rule 3.29 of the Listing Rules to enhance his knowledge of
the Listing Rules during the three-year period fr om the Listing Date. He will also be assisted by the
Compliance Adviser and our legal advisers as to the Hong Kong laws on matters in relation to our
ongoing compliance with the Listing Rules and the applicable laws and regulations.
Since Mr. Li does not possess the formal qualifications required of a company secretary under
Rule 3.28 of the Listing Rules, we have applied to the Stock Exchange for, and the Stock Exchange
has granted, a waiver from strict compliance with t he requirements under Rules 3.28 and 8.17 of the
Listing Rules such that Mr. Li may be appointed a s a joint company secretary of our Company. The
waiver is valid for an initial period of three years from the Listing Date on the conditions that (a)
Mr. Li must be assisted by Mr. Chow who possesses the qualifications and experience required under
Rule 3.28 of the Listing Rules throughout the Waiver Period; and (b) the waiver will be revoked
immediately if and when Mr. Chow ceases to pro vide assistance to Mr. Li as a joint company
secretary or if there are material breaches of the Listing Rules by our Company.
Before the expiration of the initial three-ye ar period, the qualifications of Mr. Li will be
re-evaluated to determine whether the requirements as stipulated in Rules 3.28 and 8.17 of the
Listing Rules can be satisfied and whether the n eed for ongoing assistance will continue. We will
demonstrate and seek the Stock Exchange’s co nfirmation that Mr. Li (i.e. the joint company
secretary not fulfilling the requirement under Ru le 3.28), having had the benefit of Mr. Chow’s (i.e.
the qualified person’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.
CONTINUING CONNECTED TRANSACTIONS
We have entered into and will continue to engage in certain transactions which would
potentially constitute continuing connected tran sactions for our Company under the Listing Rules
following completion of the Global Offering. We have applied to the Stock Exchange for, and the
Stock Exchange has granted us, waivers from stric t compliance with certain requirements set out in
Chapter 14A of the Listing Rules for certain contin uing connected transactions. For further details
of such potential partially-exempt and non-ex empt continuing connected transactions and the
waivers, please see ‘‘ Connected Transactions .’’
WAIVER IN RELATION TO POST-TRACK RECORD PERIOD ACQUISITIONS
Pursuant to Rules 4.04(2) and 4.04(4)(a) of the Listing Rules, the Accountants’ Report to be
included in a listing document must include t he income statements and balance sheets of any
subsidiary or business acquired, agreed to be acq uired or proposed to be acquired since the date to
which its latest audited accounts have been made up in respect of each of the three financial years
immediately preceding the issue of the listing document.
WAIVERS
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Pursuant to Rule 4.02A of the Listing Rules, acquisitions of business include acquisitions of
associates and any equity interest in another company. Pursuant to Note 4 to Rule 4.04 of the Hong
Kong Listing Rules, the Hong Kong Stock Exchange may consider granting a waiver of the
requirements under Rules 4.04(2) and 4.04(4) on a case-by-case basis and having regard to all
relevant facts and circumstances and subject to certain conditions set out thereunder.
Minority Investments after 31 December 2025
Since 31 December 2025 and up to the date of this prospectus, the Group has conducted the
following acquisitions (the ‘‘ Minority Investments ’’), the details of which are set out below.
No. Name of the target company Minority interest
Principal business
activities of the target
company
1. Bangci Electronic
Technology (Yancheng)
Co., Ltd. ( 邦瓷電子科技
（鹽城）有限責任公司)
(‘‘Bangci Electronic ’’)
(1) ......
Acquired approximately
13.50% equity interest
in Bangci Electronic
from its certain then
shareholders (the
‘‘Bangci Sellers ’’), at a
consideration of
approximately RMB91
million (the ‘‘Bangci
Electronic Investment ’’)
Research, development,
manufacture and sale of
multilayer piezoelectric
actuators and related
piezoelectric ceramic
products
2. Zhongxin Carbon (Nantong)
Semiconductor Technology
Co., Ltd. ( 眾芯碳素（南通）半導
體科技有限公司)( ‘ ‘Zhongxin
Carbon ’’)
(2) ..............
Subscribed for
approximately
32.27%
(3) equity
interest in Zhongxin
Carbon, at a
consideration of
RMB7.1 million (the
‘‘Zhongxin Carbon
Investment ’’)
Research, development,
manufacture and sale of
chemical vapour
deposition (‘‘CVD’’)
silicon carbide
semiconductor
components
Notes:
(1) The investment in Bangci Electronic by our Group was completed on 24 April 2026 upon completion of all
regulatory filings in relation to such investment. To the best knowledge, information and belief of the Directors
and having made all reasonable enquiry, each of Bangc i Electronic, the Bangci S ellers, the other current
shareholders of Bangci Electronics and their respective u ltimate beneficial owners is an Independent Third Party
as of Latest Practicable Date. Upon completion of th e Bangci Electronic Investment, the Company holds a
13.5% equity interest in Bangci Electronic, the financial results of which are not and will not be consolidated into
the consolidated financial statements of the Company, and such equity interest is classified as a financial asset at
fair value through other comprehensive income (‘‘ FVOCI ’’) under IFRS 9.
(2) The investment in Zhongxin Carbon by our Group was completed on 31 March 2026 upon completion of all
regulatory filings in relation to such investment. To the best knowledge, information and belief of the Directors
and having made all reasonable enquiry, each of Zhongxin Carbon, the other current shareholders of Zhongxin
Carbon and their respective ultimate beneficial owners is an Independent Third Party as of Latest Practicable
Date. Upon completion of the Zhongxin Carbon Investme nt, the Company, together with its subsidiary, holds in
aggregate a 32.27% equity interest in Zhongxin Carbon, t he financial results of which are not and will not be
consolidated into the consolidated financial statements of the Company, and such equity interest is classified as a
financial asset at FVOCI under IFRS 9.
(3) Comprising approximately 27.27% equity interest in Zhongxin Carbon subscribed directly by the Company and
approximately 5.00% equity intere st in Zhongxin Carbon subscribed by Nantong Xinyuansheng Enterprise
Management Partnership ( Limited Partnership)* ( 南通芯源晟企業管理合夥企業（有限合夥）), a limited
partnership established under the laws of the PRC, pri ncipally engaged in enterprise management, which is
controlled by its general partner, Shenzhen Senior Dingsheng Investment Co., Ltd.* ( 深圳星源鼎晟投資有限責任
公司), a wholly-owned subsidiary of the Company.
WAIVERS
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The consideration for the Minority Investmen ts have been determined upon arm’s length
negotiations between the parties, having considered various factors including market dynamics and
mutually agreed valuation, capital need of the relevant target company’s operations, and, in the case
of Zhongxin Carbon, a target company incorporated on 25 March 2026 without historical financial
data, the anticipated capital requirements for i ts establishment and initial operations and the
prospects of its business. The investment amounts have been satisfied by our internal resources.
Reasons and Benefits
It is believed that, as the principal business a ctivities of Bangci Electronic and Zhongxin
Carbon are closely relevant to t he Group’s principal business, the Minority Investments will
complement the Group’s business. In particular , the Bangci Electronic Investment extends the
Group’s product scope from polymer materials int o advanced piezoelectric ceramic materials, while
the Zhongxin Carbon Investment enables the Group to gain exposure to the high-growth domestic
semiconductor components sector and supports the Group’s strategic positioning in the import
substitution of critical semiconductor material s. In respect of the Zhongxin Carbon Investment, it
enables the Group to gain exposure to the high-growth domestic semiconductor components sector
and supports the Group’s strategic positioning in t he import substitution of critical semiconductor
materials, directly in line with the Group’s state d ‘‘new energy + semiconductors’’ growth strategy.
The Directors considered that the CVD silicon carb ide semiconductor compon ents sector presents a
compelling strategic opportunit y, underpinned b y strong growth prospects and significant demand
for import substitution. The Directors further c onsidered that the sector is characterised by
exceptionally high barriers to entry, as the core ma nufacturing competencies — in particular, CVD
furnace design and proprietary gas recipe formulation — constitute deeply accumulated know-how
that cannot be readily acquired through equipment procurement or conventional recruitment, and
that independent development of such capabilities w ould require substantial capital expenditure and
a prolonged years with no assurance of commercia lly viable yields. In this context, the Directors
noted that Zhongxin Carbon’s technical team po ssesses extensive industry experience and has
independently designed and manufactured a numbe r of CVD furnaces, achieving product yields of
substantially exceeding the domestic industry average and single-coating production through
resolution of the industry-wide nozzle clogging ch allenge, resulting in a material reduction in
production time and a significant increase in per-furnace output. The Directors also considered that
Zhongxin Carbon management team possesses established relationshi ps with leading domestic wafer
fabrication facilities and equipment manufactu rers, and that its products have already passed
verification at a major domestic fo undry, thereby significantly de -risking the commercialisation
pathway. Having regard to the foregoing, the Dir ectors are of the view that the Zhongxin Carbon
Investment provides the Group with access to a rar e combination of proven technical capabilities,
established industry relationshi ps and near-term revenue visibility that would otherwise be extremely
difficult and time-consuming to replicate independe ntly. Accordingly, our Directors believe that the
Minority Investments are fair and reasonable and in the interests of the Shareholders as a whole.
Conditions for granting the waiver and its scope in respect of the Minority Investments
We have applied for, and the Stock Exchange has g ranted, a waiver from strict compliance with
Rules 4.04(2) and 4.04(4)(a) of the Listing Rul es in respect of the Minority Investments on the
following grounds:
Ordinary and usual course of business
Our Company confirms that it makes strategic eq uity investments in sectors relating to its
business as part of its ordinary and usual course of business. Our Company had historically
conducted a number of acquisitions and minority investments during the Track Record Period.
WAIVERS
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The applicable percentage ratios of the Minority Investments (on an aggregate basis) are less than 5%
by reference to the most recent audited financial year of our Company’s Track Record Period
The applicable percentage ratios calculated in accordance with Rule 14.07 of the Listing Rules
for the Minority Investments (on an aggregate ba sis) are all less than 5% by reference to the most
recent audited financial year of the Track Record Period.
Accordingly, we do not expect the Minority Inves tments to result in any significant changes to
our financial position and financial performanc e since 31 December 2025, and all information that is
reasonably necessary for potential investors t o make an informed assessment of our activities or
financial position has been included in this prospectus. As such, we consider that a waiver from
compliance with the requirements under Rules 4.04(2) and 4.04(4)(a) of the Listing Rules would not
prejudice the interests of the investors.
It would be unduly burdensome to obtain or prepare the historical financial information of the target
companies for inclusion in this prospectus
In respect of Bangci Electronic Investmen t, as our Company only proposed to acquire a
minority interest in Bangci Electronic, it would be unduly burdensome and impracticable and would
require considerable time and resources for our Company and its reporting accountants to fully
familiarise ourselves with the manag ement accounting policies of Ban gci Electronic and compile the
necessary financial information in accordance with the Company’s accounting policies for disclosure
in this prospectus. Furthermore, given that our Company does not have control over Bangci
Electronic and Bangci Electronic is not a consolidated subsidiary of our Company, our Company
would face difficulties in compelling Bangci Electroni c to disclose its historical financial information
in this prospectus. Our Company therefore be lieves that it would be impractical and unduly
burdensome to disclose the audited financial information of Bangci Electronic as required under
Rules 4.04(2) and 4.04(4)(a) of the Listing R ules within the tight timeframe available.
In respect of Zhongxin Carbon Investment, it was recently incorporated and has not yet
commenced full operations. It does not have audite d historical financial statements for the three
financial years immediately preceding the issue of t his prospectus. It would t herefore be impossible,
in addition to being unduly burdensome, to comply with the requirements under Rules 4.04(2) and
4.04(4)(a) of the Listing Rules in respect of Zhongxin Carbon.
In addition, having considered the Minorit y Investments to be immaterial and that our
Company does not expect any of the Minority Investments to have any material impact on its
business, financial condition or operations, our Company believes that (i) it would not be
meaningful and would be unduly burdensome for it t o prepare and include the financial information
of the target companies during the Track Record Period in this prospectus, and (ii) the
non-disclosure of the required information pursuant to Rules 4.04(2) and 4.04(4)(a) of the Listing
Rules would not prejudice the interests of the Shareholders or prospective investors.
Alternative disclosure of the Proposed Acquisitions in this prospectus
We have disclosed alternative in formation about the Minority Investments in this prospectus.
Such information includes those which would be required for a disclosable transaction under
Chapter 14 of the Listing Rules that our Directors consider to be material, including, for example,
descriptions of the target companies’ principal business activities, the consideration, the amount of
equity interest acquired and to be acquired by our Company, the independence with the target
companies and their respective ultimate benefi cial owners, and reasons for and benefit of the
Minority Investments.
Since the applicable percentage ratios of the Minority Investments (on an aggregate basis) are
less than 5% by reference to the most recent fiscal year of the Company’s Track Record Period, we
believe the current disclosure is adequate for potential investors to form an informed assessment of
our Company.
WAIVERS
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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 per son who is an existing shareholder of a listing
applicant may only subscribe for or purchase any sec urities for which listing is sought that are being
marketed by or on behalf of a listing applicant either in his/her/its own name or through nominees if
the conditions in Rule 10.03 of the Listing Rules a re fulfilled, namely that (i) no securities are to be
offered to the existing shareholders on a preferential basis and no preferential treatment is given to
them in the allocation of the securities; and ( ii) the minimum prescribed percentage of public
shareholders required by Rule 8.08(1) (as amended and replaced by Rule 19A.13A(2)) of the Listing
Rules is achieved. Paragraph 1C(2) of Appendix F1 to the Listing Rules states that, without the prior
written consent of the Stock Exchange, no allocations will be permitted to be made to directors or
existing shareholders of a listing applicant or their close associates, unless the conditions set out in
Rules 10.03 and 10.04 are fulfilled.
Chapter 4.15 of the Guide provides that the St ock Exchange will consider granting a waiver
from Rule 10.04 of the Listing Rules and a consent, pursuant to paragraph 1C(2) of Appendix F1 to
the Listing Rules, to allow a listing applicant’s e xisting shareholders or their close associates to
participate in its initial public o ffering if any actual or perceived pre ferential treatment arising from
their ability to influence the listing applicant d uring the allocation process can be addressed.
Prior to the Listing, our share capital comprises entirely A Shares listed on the ChiNext of the
Shenzhen Stock Exchange. As a company listed on the ChiNext of the Shenzhen Stock Exchange
with its A Shares publicly traded thereon and with a large public A Shares shareholder base, it would
be unduly burdensome for us to seek the prior consent of the Stock Exchange for each of our
minority existing Shareholders or their close asso ciates who subscribe for the H Shares in the Global
Offering.
We have applied for, and the Stock Exchange has g ranted, a waiver from strict compliance with
Rule 10.04 of, and a 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 ‘‘Permitted Existing Shareholder ’’), on the following conditions:
(a) each Permitted Existing Shareholder to whom our Company may allocate the H Shares
under the International Offering holds less than 5% of the voting rights in our Company
prior to the completion of the Global Offering;
(b) each Permitted Existing 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;
(c) none of the Permitted Existing Shareholders has the power to appoint any Directors nor
have any other special rights in our Company;
(d) allocation to the Permitted Existing Shareho lders and their close associates will not affect
our Company’s ability to satisfy the public fl oat requirement under Rule 19A.13A(2) of
the Listing Rules;
(e) based on discussions between our Company and the Overall Coordinators and
confirmations required to be submitted to the Stock Exchange by the Sole Sponsor and
the Overall Coordinators, we will confirm to the Stock Exchange that:
a. in case of participation as cornerstone investors, no preferential treatment has been,
nor will be, given to the Permitted Exist ing Shareholders and/or their close
associates by virtue of their relationship with our Company, other than the
preferential treatment of assured enti tlement under a cornerstone investment
following the principles set out in Chapter 4.15 of the Guide, and the cornerstone
investment agreements entered into betw een the Permitted Existing Shareholder
WAIVERS
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and/or their close associates do not contain any material terms which are more
favourable to the Permitted Existing Share holders and/or their close associates than
those in other cornerstone investment agreements; or
b. in case of participation as placees, no preferential treatment will be given to the
Permitted Existing Shareholders and/o r their close associates in the allocation
process by virtue of their relationship with our Company;
(f) in the case of participation as placees, the Overall Coordinators will confirm to the Stock
Exchange that, to the best of their knowledge and belief, no preferential treatment has
been, nor will be, given to any of the Permi t t e dE x i s t i n gS h a r e h o l d e r so rt h e i rc l o s e
associates by virtue of their relationship with our Company in any allocation in the
International Offering; and
(g) the Sole Sponsor will confirm to the Stock E xchange that based on (a) their discussions
with our Company and the Overall Coordinators; and (b) the confirmations provided to
the Stock Exchange by our Company and the Overall Coordinators (confirmations (e) and
(f) mentioned above), and to the best of their knowledge and belief, they have no reason to
believe that the Permitted Existing Shareholders and/or their close associates received any
preferential treatment in the allocation process either as cornerstone investors or as
placees by virtue of their relationship with our Company, other than, in the case of
participation as cornerstone investors, the pre ferential treatment of assured entitlement
under a cornerstone investment following t he principles set out in Chapter 4.15 of the
Guide, and details of allocation to the Permi tted Existing Shareholders holding more than
1% of the issued share capital of the Company and/or their close associates immediately
prior to the completion of the Global Offering will be disclosed in this prospectus (for
cornerstone investors) and allotment results announcement (for both cornerstone
investors and placees) of our Company.
WAIVER IN RESPECT OF DIS CLOSURE OF OFFER PRICE
Paragraph 15(2)(c) of Appendix D1A to the Listi ng Rules provides that the issue price or offer
price of each security must be disclosed in the prospectus. Pursuant to paragraph 12 of Chapter 4.14
of the Guide, the Stock Exchange also allows an indicative offer price range to be included in the
prospectus, as an alternative to th e disclosure of a fixed offer price.
We have applied to the Stock Exchange for a waiver from strict compliance with paragraph
15(2)(c) of Appendix D1A to the Listing Rules so t hat the Company will only disclose the maximum
Offer Price in this prospectus on the following basis:
(a) the Offer Price will be determined with refere nce to, among other factors, the closing price
of our A Shares on the ChiNext of the Shenzhen Stock Exchange on the last trading day
on or before the Price Determination Date. Given the nature of our A Shares, we are
unable to control the trading price of our A Shares on the ChiNext of the Shenzhen Stock
Exchange;
(b) as a company listed on the ChiNext of th e Shenzhen Stock Exchange with A Shares
publicly traded thereon, setting a price rang e with a low-end may adversely affect (i) the
market price of our A Shares, (ii) our ability t o price the Offer Shares given potential price
fluctuation of our A Shares during the period from the date of the prospectus until the
pricing of the Global Offering; and (iii) ultimately our Company’s ability to price in the
best interest of the Company and its Shareholders and potential investors;
(c) pursuant to paragraphs 9 and 10(b) of the Third Schedule to the Companies (Winding Up
and Miscellaneous Provisions) Ordinance, the amount payable on application and
allotment on each share, and the price to be paid for shares subscribed for, shall be
specified in the prospectus. Disclosure of a maximum Offer Price complies with the
requirements prescribed under paragraphs 9 and 10(b) of Part A the Third Schedule to the
WAIVERS
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Companies (Winding Up and Miscellaneous Provisions) Ordinance by providing a clear
indication of the maximum subscription consideration a potential investor shall pay for
the Offer Shares; and
(d) a maximum Offer Price will be disclosed in t his prospectus. This alternative disclosure
approach would not prejudice the intere sts of the investing public in Hong Kong.
The Stock Exchange has granted to us a waiver fro m strict compliance with paragraph 15(2)(c)
of Appendix D1A to the Listing Rules on the conditions that (1) in no circumstances will we set the
Offer Price for the Hong Kong Offer Shares be g reater than the maximum Offer Price as stated in
this prospectus; and (2) this prospectus will disclose:
(a) the maximum Offer Price;
(b) the time for the determination of the Of fer Price and the form of its publication;
(c) the historical prices of our A Shares and trading volume on the ChiNext of the Shenzhen
Stock Exchange during the Track Record Period and up to the Latest Practicable Date;
(d) the determinants of the final Offer Price; and
(e) the source for investors to access the latest market price of our A Shares.
Please see the section headed ‘‘Structure of the Global Offering — Pricing and Allocation —
Determining the Offer Price’’ in this prospectus fo r the historical prices and trading volume of our A
Shares on the ChiNext of the Shenzhen Stock Exchange.
CONSENT IN RESPECT OF PROPOSED SUBSCRIPTION OF SHARES BY CORNERSTONE
INVESTOR WHO IS A CONNECTED CLIENT
Paragraph 1C of Appendix F1 (Placing Guidelines for Equity Securities) to the Listing Rules
(the ‘‘Placing Guidelines ’’) states 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 synd icate members(s)) without prior written consent of the Stock
Exchange.
Paragraph 1B(7) of the Placing Guidelines stat es that ‘‘connected clients’’ in relation to an
exchange participant means any client of such member who is a company which is a member of the
same group of companies as such exchange participant.
CICC Financial Trading Limited (‘‘ CICC FT ’’) has entered into a cornerstone investment
agreement with the Company and the Sole Sponsor and Sponsor-Overall Coordinator, under which
CICC FT will hold securities on a non-discretiona ry basis on behalf of an independent third party
(‘‘CICC FT Cornerstone Agreement ’’). CICC FT and China International Capital Corporation Hong
Kong Securities Limited (‘‘ 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.
The Company has applied to the Stock Exchange for, and the Stock Exchange has granted, its
consent under paragraph 1C(1) of the Placing Gu idelines to permit CICC FT to participate in the
Global Offering on the following bases and condit ions as set out in paragraph 5 of Chapter 4.15 of
the Guide:
(a) any Offer Shares to be allocated to CICC FT will be held on behalf of an independent
third party;
(b) the Company confirms that the CICC FT Cornerstone Agreement does not contain any
material terms which are more favorable t o CICC FT than those in other cornerstone
investment agreements;
WAIVERS
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(c) the Company confirms that no preferentia l treatment has been, nor will be, given to CICC
FT other than the preferential treatment of assured entitlement under a cornerstone
investment following the principles set out in Chapter 4.15 of the Guide;
(d) the Overall Coordinators confirm that, to the best of their knowledge and belief, they
have no reason to believe that CICC FT received any preferential treatment in the
allocation of securities in the Global Offeri ng as a cornerstone investor by virtue of its
relationship with CICCHKS other than the pre ferential treatment of assured entitlement
under a cornerstone investment following t he principles set out in Chapter 4.15 of the
Guide;
(e) CICC FT confirms that, that to the best of its knowledge and belief, it has not received
and will not receive any preferential treatment in the IPO allocation as a cornerstone
investor by virtue of its relationship with CICCHKS, other than the preferential treatment
of assured entitlement under a cornerstone inv estment following the principles set out in
Chapter 4.15 of the Guide for New Listing Applicants;
(f) CICCHKS confirm that no preferential tre atment has been, nor will be, given to CICC
FT, 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;
(g) the identities of the ultimate beneficial owners of the Offer Shares subscribed to by CICC
FT, as well as details of the structured products under which the subscription by CICC FT
was made, are disclosed in the Prospectus;
(h) each of the Company, the Overall Coordinators, CICC FT and CICCHKS has provided
the Stock Exchange with written confirmat ions in accordance with Chapter 4.15 of the
Guide for New Listing Applicants; and
(i) details of the cornerstone investments and details of the allocations will be disclosed in
this prospectus and the allotment results announcement.
For further information about the cornerston e investment by CICC FT, please refer to the
section headed ‘‘Cornerstone Investors’’ in this prospectus.
WAIVERS
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DIRECTORS
Name Address Nationality
Executive Directors
Prof. Chen Xiufeng ( 陳秀峰) Room 13B02, Building 2
Longqin Peninsula Garden
No. 63, Gaoxin South Ring Road
Nanshan District
Shenzhen, Guangdong
PRC
Chinese
Dr. ZHANG XIAOMIN Apartment 1203
Xingyuan Advanced
Materials Industrial Park
Shenzhen, Guangdong
PRC
United States
Mr. Xu Liqiang ( 徐李強) Room 2901, No.6
Huarun Xingfuli
Binhu District
Wuxi, Jiangsu
PRC
Chinese
Non-executive Director
Mr. Zhu Bide ( 朱彼得) Room 11–706, Phase 1
Haiyue Garden
Nanshan District
Shenzhen, Guangdong
PRC
Chinese
Independent non-executive Directors
Mr. Tang Changjiang ( 唐長江) Room 1001, Unit B
Building 10, Lingyu Huafu
Linghangcheng
Hangcheng Avenue
Baoan District
Shenzhen, Guangdong
PRC
Chinese
Dr. Lin Zhiwei ( 林志偉)
(1) 2/F, Shum Yip Center Building
5045 Shennan East Road
Luohu District
Shenzhen, Guangdong
PRC
Chinese
Note:
(1) Dr. Lin Zhiwei has resigned from directorship with effect from the Listing Date.
DIRECTORS AND PARTIES INVOLVED IN THE GLOBAL OFFERING
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Name Address Nationality
Ms. Sun Zhenzhen ( 孫珍珍) No. 2–912, Xinyi Lingyu
Xin’an Street
Bao’an District
Shenzhen, Guangdong
PRC
Chinese
Mr. Leung Shu Sun Sunny
(梁樹新)
Room 9H, Block 23
South Horizons
Ap Lei Chau
Hong Kong
Chinese (Hong
Kong)
For details with respect to our Directors, please see ‘‘ Directors and Senior Management .’’
PARTIES INVOLVED IN THE GLOBAL OFFERING
Sole Sponsor China Securities (International) Corporate Finance
Company Limited
18/F, Two Exchange Square
8 Connaught Place
Central
Hong Kong
Sponsor-Overall Coordinator China Securities (International) Corporate Finance
Company Limited
18/F, Two Exchange Square
8 Connaught Place
Central
Hong Kong
Overall Coordinators, Joint Global
Coordinators, Joint Bookrunners and
Joint Lead Managers
China Securities (International) Corporate Finance
Company Limited
18/F, Two Exchange Square
8 Connaught Place
Central
Hong Kong
Huatai Financial Holdings (Hong Kong) Limited
62/F, The Center
99 Queen’s Road Central
Hong Kong
China International Capital Corporation Hong Kong
Securities Limited
29/F, One International Finance Centre
1 Harbour View Street
Central
Hong Kong
ICBC International Securities Limited
37/F, ICBC Tower
3 Garden Road
Hong Kong
DIRECTORS AND PARTIES INVOLVED IN THE GLOBAL OFFERING
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Vast Harbour Securities Limited
28/F, Bank of East Asia Harbour View Centre
56 Gloucester Road
Wan Chai
Hong Kong
Joint Global Coordinators, Joint
Bookrunners and Joint Lead
Managers
CMBC Securities Company Limited
34/F, One Exchange Square
8 Connaught Place
Central
Hong Kong
Jinluo Securities Limited
Room 606A, 6/F, Emperor Group Centre
288 Hennessy Road
Wan Chai
Hong Kong
New Industrial Financial Holdings Limited
Room 22, 5/F, United Centre
95 Queensway
Admiralty
Hong Kong
China Industrial Securities International Capital Limited
32/F, Infinitus Plaza
199 Des Voeux Road Central
Sheung Wan
Hong Kong
Joint Bookrunners and Joint Lead
Managers
Futu Securities International (Hong Kong) Limited
34/F, United Centre
No. 95 Queensway
Admiralty
Hong Kong
Tiger Brokers (HK) Global Limited
2 3 / F ,L iP oC h u nC h a m b e r s
189 Des Voeux Road Central
Hong Kong
Capital Market Intermediaries China Securities (International) Corporate Finance
Company Limited
18/F, Two Exchange Square
8 Connaught Place
Central
Hong Kong
Huatai Financial Holdings (Hong Kong) Limited
62/F, The Center
99 Queen’s Road Central
Hong Kong
DIRECTORS AND PARTIES INVOLVED IN THE GLOBAL OFFERING
–7 6–


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China International Capital Corporation Hong Kong
Securities Limited
29/F, One International Finance Centre
1 Harbour View Street
Central
Hong Kong
ICBC International Securities Limited
37/F, ICBC Tower
3 Garden Road
Hong Kong
Vast Harbour Securities Limited
28/F, Bank of East Asia Harbour View Centre
56 Gloucester Road
Wan Chai
Hong Kong
CMBC Securities Company Limited
34/F, One Exchange Square
8 Connaught Place
Central
Hong Kong
Jinluo Securities Limited
Room 606A, 6/F, Emperor Group Centre
288 Hennessy Road
Wan Chai
Hong Kong
New Industrial Financial Holdings Limited
Room 22, 5/F, United Centre
95 Queensway
Admiralty
Hong Kong
China Industrial Securities International Capital Limited
32/F, Infinitus Plaza
199 Des Voeux Road Central
Sheung Wan
Hong Kong
Futu Securities International (Hong Kong) Limited
34/F, United Centre
No. 95 Queensway
Admiralty
Hong Kong
Tiger Brokers (HK) Global Limited
2 3 / F ,L iP oC h u nC h a m b e r s
189 Des Voeux Road Central
Hong Kong
DIRECTORS AND PARTIES INVOLVED IN THE GLOBAL OFFERING
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--- page 87 ---
Legal Advisers to our Company As to Hong Kong law and U.S. laws
Linklaters
11/F, Alexandra House
Chater Road
Central
Hong Kong
As to PRC law
King & Wood
28/F, China Resources Tower
2666 Keyuan South Road
Nanshan District
Shenzhen, Guangdong
PRC
As to U.S. law
Miller, Canfield, Paddock and Stone, P.L.C.
840 W. Long Lake Road, Suite 150
Troy, Michigan
U.S.
As to U.S. and EU tariffs:
Ashurst Tokyo
(Ashurst Horitsu Jimusho Gaikokuho Kyodo Jigyo)
30/F, Shiroyama Trust Tower
4–3-1 Toranomon
Minato-ku, Tokyo
Japan
As to Malaysian law
PHANG THAM TEOH & CO
S–15–02, Wisma YNH, Kiara
163, No. 8, Jalan Kiara, 50480
Mont Kiara, Kuala Lumpur
Malaysia
As to Swedish law
Wigge & Partners Law KB
Birger Jarlsgatan 25
111 45 Stockholm
Sweden
As to Swedish law in respect of environmental matters
FRO¨BERG & LUNDHOLM ADVOKATBYRA ˚ AB
Olof Palmes gata 23
111 22 Stockholm
Sweden
Legal Advisers to the Sole Sponsor and
the Underwriters
As to Hong Kong law and U.S. laws
Sidley Austin
39/F, Two International Finance Centre
8 Finance Street
Central
Hong Kong
DIRECTORS AND PARTIES INVOLVED IN THE GLOBAL OFFERING
–7 8–


--- page 88 ---
As to PRC law
Zhong Lun Law Firm
57/58/59/F, Tower A, Ping An Finance Centre,
5033 Yitian Road
Futian District
Shenzhen, Guangdong
PRC
Auditor and Reporting Accountants Rongcheng (Hong Kong) CPA Limited
Certified Public Accountants
Registered Public Interest Entity Auditor
Unit 4301–07, 43/F, COSCO Tower
183 Queen’s Road Central
Hong Kong
Industry Consultant Frost & Sullivan (Beijing) Inc., Shanghai Branch Co.
Wheelock Square 25/F, Suite 2504–2505
1717 Nanjing West Road
Jing’An District
Shanghai 200040
PRC
Transfer Pricing Consultant Shenzhen Qianhai PricewaterhouseCoopers
Business Consulting Services Co. Limited
28/F Hony Tower, 1 Jinrong Street, Guiwan
Qianhai Shenzhen-Hongkong Cooperation Zone
Shenzhen, PRC
Property Valuer Knight Frank Petty Limited
4/F Shui On Center
6–8 Harbour Road
Wanchai
Hong Kong
Compliance Adviser Vast Harbour Corporate Finance Limited (formerly known
as Goldlink Capital (Corporate Finance) Limited)
28/F, Bank of East Asia Harbour View Centre
56 Gloucester Road
Wanchai
Hong Kong
Receiving Banks Industrial and Comme rcial Bank of China (Asia) Limited
33/F, ICBC Tower
3 Garden Road
Central
Hong Kong
Bank of China (Hong Kong) Limited
1 Garden Road
Hong Kong
DIRECTORS AND PARTIES INVOLVED IN THE GLOBAL OFFERING
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--- page 89 ---
Registered office and headquarter Tianyuan Road
Gongming Town
Guangming District
Shenzhen, Guangdong
PRC
Principal place of business in Hong Kong 31/F, Tower Two
Times Square
1 Matheson Street
Causeway Bay
Hong Kong
Company’s Website
www.senior798.com
(The information contained in this website
does not form part of this prospectus )
Joint company secretaries M r .L iS h e n g
C1–5E, Cuihai Garden
Nongyuan Road
Futian District
Shenzhen, Guangdong
PRC
Mr. Chow Tsz Ho
(associate member of The Hong Kong Chartered
Governance Institute and The Chartered Governance
Institute in the United Kingdom)
31/F, Tower Two
Times Square
1 Matheson Street
Causeway Bay
Hong Kong
Authorised representatives Dr. ZHANG XIAOMIN
Apartment 1203
Xingyuan Advanced Materials Industrial Park
Shenzhen, Guangdong
PRC
Mr. Chow Tsz Ho
(associate member of The Hong Kong Chartered
Governance Institute and The Chartered Governance
Institute in the United Kingdom)
31/F, Tower Two
Times Square
1 Matheson Street
Causeway Bay
Hong Kong
Audit Committee Dr. Lin Zhiwei (Chairperson)
(1)
Mr. Tang Changjiang
Mr. Zhu Bide
CORPORATE INFORMATION
–8 0–


--- page 90 ---
Remuneration and Appraisal Committee Mr. Tang Changjiang (Chairperson)
Dr. Lin Zhiwei (1)
Mr. Xu Liqiang
Nomination Committee Ms. Sun Zhenzhen (Chairperson)
Mr. Tang Changjiang
Dr. ZHANG XIAOMIN
Strategy and Development Management
Committee
Prof. Chen Xiufeng (Chairperson)
Mr. Tang Changjiang
Ms. Sun Zhenzhen
H Share Registrar Computershare Hong Kong Investor Services Limited
Shops 1712–1716, 17th Floor
Hopewell Centre
183 Queen’s Road East, Wan Chai
Hong Kong
Principal Bank Industrial and Commercial Bank of China Limited
Shenzhen Yantian Branch
No.99, Jinrong Road
Yantian District
Shenzhen, Guangdong
PRC
Note:
(1) Dr. Lin Zhiwei has resigned as a Dir ector with effect from the Listing Date , and will accordingly cease to be the
chairperson of the Audit Committee and a member of the Remuneration and Appraisal Committee upon Listing. Mr.
Leung Shu Sun Sunny will serve as the chairperson of the Audit Committee and a member of the Remuneration and
Appraisal Committee with effect from the Listing Date.
CORPORATE INFORMATION
–8 1–


--- page 91 ---
The information and statistics set out in this section and other sections of this prospectus were
extracted from the Frost & Sullivan Report, which was commissioned by us, and from various official
government publications and other publicly available publicatio ns. We engaged Frost & Sullivan to
prepare the Frost & Sullivan Report, an independe nt industry report, in connection with the Global
Offering. We believe that the sources of this information are appropriate sources for such
information and have taken reasonable care in extracting and reproducing such information. We have
no reason to believe that such information is false or misleading or that any fact has been omitted that
would render such information false or misleading. The information from official government sources
has not been independently verified by us, the Sole Sponsor, the Sponsor-Overall Coordinator, the
Overall Coordinators, the Joint Global Coordinators, the Joint Bookrunners, the Joint Lead
Managers, the Underwriters, the Capital Market In termediaries, any of our or their respective
directors and advisors, or any other persons or parties involved in the Global Offering, and no
representation is given as to its accuracy.
SOURCE OF INFORMATION
We commissioned Frost & Sullivan to conduct market research on battery separator industry
and prepare the Frost & Sullivan Report. Frost & Su llivan is an independent global consulting firm
founded in 1961 in New York that offers indust ry research and market strategies. We have
contracted to pay RMB660,000 to Frost & Sulliv an for compiling the Frost & Sullivan Report.
In preparing the Frost & Sullivan Report, F rost & Sullivan conducted detailed primary
research which involved discu ssing the status of the industry with certain leading industry
participants and conducting interviews with rel evant parties. Frost & Sullivan also conducted
secondary research which involved reviewing com pany reports, independent research reports and
d a t ab a s e do ni t so w nr e s e a r c hd a t a b a s e .F r o s t&Sullivan obtained the figures for the estimated
total market size from historical data analysi s plotted against macroeconomic data as well as
considered the above-mentioned industry key d rivers. Its market engineering forecasting
methodology integrates several forecasting techniques with the market engineering
measurement-based system and relies on the expertise of the analyst team in integrating the
critical market elements investigated during the research phase of the project. These elements
primarily include expert-opinion forecasting m ethodology, integration of market drivers and
restraints, integration with the market challe nges, integration of the market engineering
measurement trends and integrat ion of econometric variables.
The Frost & Sullivan Report is compiled based on the following assumptions: (i) the social,
economic and political environment of the globe a nd mainland China is likely to remain stable in the
forecast period; and (ii) related industry key dr ivers are likely to drive the market in the forecast
period.
OVERVIEW OF GLOBAL AND CHINA LITHIUM-ION BATTERY INDUSTRY
Definition and Classifications
Lithium-ion battery is a type of rechargeable batte ry that achieves its charging and discharging
process through the flow of lithium ions between the cathode and anode. In comparison to
rechargeable alkaline battery, lit hium-ion battery offers higher energy density, longer life cycle, and
better safety performance. According to applicatio n scenarios, lithium-ion battery can primarily be
classified into three major categories: electric vehicle battery, energy storage battery, and consumer
electronics battery, which are primarily applied for transportation vehicles, e nergy storage facilities,
consumer electronics and industrial machinery.
In addition to these core segments, lithium-ion battery is also increasingly being adopted in
emerging applications such as electric tools, unmann ed aerial vehicles, robotics, electric aviation and
marine electrification. These sectors are exp ected to become important growth engines for the
battery industry, supported by the global shift toward electrification, automation, and lightweight
energy solutions. The rapid expansion of lithium -ion battery is unlocking vast new market potential,
INDUSTRY OVERVIEW
–8 2–


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laying a strong foundation for sustained demand growth across the battery supply chain including
high-performance battery separato r, which plays a critical role in ensuring safety, efficiency, and
reliability across increasingly diverse and high-specificat ion applications.
Value Chain Analysis
The value chain of lithium-ion battery industry co mprises of raw material suppliers (upstream),
lithium-ion battery manufacturers (midstream), and application scenarios (downstream). Raw
material suppliers provide cathode materials, anod e materials, separators and electrolytes, which are
important to lithium-ion battery products in terms of uniformity, stability and safety. Serving as
physical barriers between electrodes and pathways fo r lithium-ions, separators directly influence
lithium-ion battery’s thermal stability, mechanic al strength, ionic conductivity, fast-charging
capability, and overall safety perf ormance. Moreover, High-perfor mance separators help mitigate
the risks of thermal runaway and enable stable ope ration under high current densities, which is
critical for fast-charging applications. Lithiu m-ion battery manufacturers design and produce
battery products, including cells, battery modules a nd battery packs, together with their related BMS
(Battery Management Systems). Downstream applic ation scenarios of lithium-ion batteries mainly
include new energy vehicles, energy stora ge facilities, and consumer electronics.
Market Size of Global and China Lithium-ion Battery Industry
The global lithium-ion battery industry in te rm of shipment volume increased from 576.0 GWh
in 2021 to 2,278.9 GWh in 2025, representing a CAGR of 41.0%. It is expected to exceed 6,500 GWh
by 2030, with a CAGR of 23.6% from 2025 onward. China remains the largest market with its
lithium-ion battery shipments growing from 327.0 GWh in 2021 to 1,716.7 GWh in 2025, reflecting a
CAGR of 51.4%. The volume is expected to surp ass 4,500 GWh by 2030, maintaining a CAGR of
21.3% and over 65% share of the global market. The lithium-ion battery shipments from other
regions outside China is expected to reach over 2,000 GWh by 2030, representing a CAGR of 29.6%,
which is higher than that in China, and increasing to over 30% share of the global market.
Notably, driven by the continued penetration of NEVs and the rapid adoption of energy
storage including for user side, Europe and the U.S .’s market share in term of lithium-ion battery by
shipment volume is expected to increase from 10.2% and 5.6% in 2025 to 13.3% and 6.6% in 2030,
respectively. In response, leading lithium-ion battery manufacturers are actively expanding
production capacity in Europe and the U.S., which in turn drives the global lithium-ion battery
supply chain including the battery separator indus try to accelerate their expansion and localization
in these regions.
Market Size of Global and China EV Battery Industry
Global NEV sales grew from approximately 6.3 million units in 2021 to 22.7 million in 2025,
representing a CAGR of 37.7%, with China acco unting for 68.6% of global sales at 15.6 million
units. As consumer acceptance continues to rise, g lobal NEV sales are projected to reach 43.2 million
units by 2030, growing at a CAGR of 15.5% from 2 025. China is expected to maintain its leading
position, with sales reaching 28.6 million units by 2030, representing 66.3% of global NEV sales.
The rapid expansion of the NEV market has sign ificantly boosted demand for EV batteries.
Global EV battery shipments rose from approx imately 375.0 GWh in 2021 to 1,495.0 GWh in 2025,
achieving a CAGR of 41.3%. Going forward, the glo bal EV battery shipment volume is expected to
grow from 1,495.0 GWh in 2025 to 3,766.5 GWh in 2030 at a CAGR of 20.3% In China, EV battery
shipments surged from 226.0 GWh in 2021 to 1,103.0 GWh in 2025 with a CAGR of 48.6%, and are
projected to reach 2,534.1 GWh by 2030, growing at a CAGR of 18.1% from 2025. Meanwhile, EV
battery shipments from other regions outside Ch ina are expected to reach over 1,200 GWh in 2030,
with a CAGR of 25.7% from 2025.
INDUSTRY OVERVIEW
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Market Size of Global and China Energy Storage Battery Industry
Promoted by supportive policies and the accelerated deployment of clean energy, the global
energy storage industry has experienced remarka ble growth. The market size of global ESS industry
by added installed capacity reached 324.1 GWh in 2025 and is projected to grow to 1,164.7 GWh by
2030, representing a CAGR of 29.2% from 2025 t o 2030. China, supported by strong policy
incentives and surging downstream demand, accoun ted for 59.6% of global added installed capacity
in 2025, with this share expected to account for 56.3% in 2030.
In terms of battery shipments, global energy storage battery volume increased from 70.0 GWh
in 2021 to 632.3 GWh in 2025 at a CAGR of 73.4%, driven by over 20 governments promoting
storage-integrated renewable energy projects. This volume is expected to reach 2,510.0 GWh by
2030, representing a CAGR of 31.7% from 2025. In China, aligned with its ‘‘carbon peak’’ and
‘‘carbon neutrality’’ goals and a maturing electr icity trading mechanism, energy storage battery
shipments grew from 48.0 GWh in 2021 to 551.0 GWh in 2025 at a CAGR of 84.1%, and are
forecasted to reach 1,859.9 GWh by 2030, growing at a CAGR of 27.5% from 2025. From other
regions outside China, energy storage battery shipments are expected to reach over 650 GWh in
2030, representing a CAGR of 51.6% from 2025.
Market Size of Global and China Consumer Electronics Battery Industry
Consumer electronics, including smartphones, tablets, laptops, wearables, and AR/VR devices,
have seen stable demand driven by advances in mo bile internet, IoT, AI, and rising disposable
income. Global shipment volume decreased fr om 2,397.9 million units in 2021 to 2,239.6 million
units in 2025, representing a CAGR of approximately –1.7%, and is expected to reach nearly 2,700
million units in 2030. The market size by shipment volu me of consumer electronic products in China
increased slightly from 564.5 million units in 20 21 to 571.9 million units in 2025, representing a
CAGR of approximately 0.3%. Looking ahead, growing demand for smartphone upgrades and
deeper AI integration in devices is expected to boost market growth, with China’s shipments forecast
to reach 817.6 million units by 2030, mainta ining a 30.3% share of global volume.
The global consumer electroni cs battery market grew modestly from 98.0 GWh in 2021 to 110.0
GWh in 2025 with a CAGR of 2.9%, but is expected to expand more robustly to 179.4 GWh by 2030
with a CAGR of 10.3% from 2025 as products become more intelligent, compact, and
multifunctional. In China, consumer electroni cs battery shipments rose from 33.0 GWh in 2021 to
37.7 GWh in 2025 at a CAGR of 3.4% and are projected to reach 56.9 GWh by 2030 representing a
CAGR of 8.6% from 2025, driven by 5G adoption and the broader use of AR/VR devices.
OVERVIEW OF GLOBAL AND CHINA BATTERY SEPARATOR INDUSTRY
Definition and Classifications
A battery separator is a type of polymeric membrane. As an indispensable component of
lithium-ion batteries, separators prevent electrical short circuits and provide a pathway for lithium
ions to move between cathode and anode, thus having a significant impact on the performance of
lithium-ion battery products.
Separators can be classified into dry process s eparators and wet process separators. Dry
process separators are generally made of polypropylene (PP) or polyethylene (PE). Due to the
relatively high shut-down point and low thermal shrinkage rate, dry process separators have a higher
thermal stability, which ensures a better safety p erformance. Wet process separators are made of
polyethylene (PE). With less thickness, better pore s ize distribution and larger range of controllable
porosity, wet process separators facilitate the tr ansportation of lithium ions between electrodes,
allowing the batteries to improve the energy densi ty. The coating process can be applied to both dry
and wet process separators, which can significan tly increase the separators’ thermal stability,
puncture strength and safety performance. In wet process separators, coatings are primarily
employed to improve high-temperature stability, whi ch is critical for high-energy-density batteries,
while in dry process separators, coatings focus on e nhancing wettability, mechanical strength, and
uniformity, supporting cost-sensitive or high-temp erature applications. Gen erally, approximately
INDUSTRY OVERVIEW
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80% of wet process separators undergo coating, reflecting the high safety and performance demands
of high-energy-density battery applications, whereas around 20% of dry process separators are
coated, consistent with their broader use in cost-sensitive and moderate-performance applications.
This distribution underscores the critical role of coating in enabling wet process separators to meet
advanced battery performance requirements.
Value Chain Analysis
Major upstream suppliers in the battery separa tor industry encompass raw material suppliers
and equipment manufacturers. Raw m aterial suppliers provide materials such as polyethylene (PE),
polypropylene (PP), additives, packaging and au xiliary production materials, while the equipment
suppliers provide machineries and tools. The leadi ng battery separator manuf acturers with in-house
design capability equipment for both dry and wet pr ocess separators that is highly compatible with
their proprietary production techniques, which will enable them to produce high-quality separators
with high level of precision and production efficiency. Separators are crucial to the batteries not only
because they prevent short circuits, but they a lso act as last resorts that shut off the flow of
lithium-ions if the battery overheats and explodes. Leading battery separator manufacturers at the
midstream offer dry and wet process separators and also conduct coating process based on demands
from customers, which enhances thermal shut down capability, safety performance, and
compatibility with battery chemistries. The ba ttery separators are applicable to lithium-ion
batteries for a wide range of application scenarios, including new energy vehicles, electrical energy
storage facilities, consumer electronics, etc.
Market Size of Global and China Battery Separator Industry
The market size of global battery separator market by shipment volume increased from 10.9
billion m
2 in 2021 to 40.3 billion m 2 in 2025 at a CAGR of 38.7%. In 2025, China had the largest
shipment volume of battery separator in the world, accounting for around 85.9% of the market in
major countries. Going forward, driven by the additional government mandates and technological
advancements, it is forecasted that the market size of global battery separator market by shipment
volume will increase from 40.3 billion m
2 in 2025 to 118.1 billion m 2 in 2030, representing a CAGR
of 24.0%. Meanwhile, driven by the rapid increase in local lithium-ion battery and separator
production capacities in Europe and the U.S., supp orted by rising NEV penetration in both regions
and high annual growth in energy storage installations, regional manufacturers are accelerating local
production to enhance supply chain resilience, shorte n logistics cycles, reduce transportation costs,
and meet increasingly stringent local requiremen ts for quality, sustainability, and traceability.
Geopolitical uncertainties and the growing em phasis on supply chain security are further
strengthening the motivation for onshore production. At the same time, closer collaboration
between material suppliers, battery producers, an d downstream users is improving efficiency and
enabling faster product innovation. Together with the overseas expansion of leading Chinese
separator companies to support globalised battery supply chains, these forces are expected to
significantly increase the shipment share outside China is expected to rise significantly from 14.1%
in 2025 to 31.1% in 2030 reflecting a CAGR of 45.1%.
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--- page 95 ---
Global Battery Separator Industry by Shipment Volume, 2021–2030E
Billion m2
CAGR
2021–2025
CAGR
2025–2030E
46.1%China
Others outside China
18.7%
Global Battery Separator Industry
45.1%14.6%
38.7% 24.0%
0
10
20
30
40
50
60
70
80
90
100
110
120
2021 2022 2023 2024 2025 2026E 2027E 2028E 2029E 2030E
69.7%
30.3%
77.5%
22.5%
81.3%
18.7%
84.0%
16.0%
85.9%
14.1%
82.9%
17.1%
78.9%
21.1%
75.3%
24.7%
72.0%
28.0%
68.9%
31.1%16.3 21.4
27.7
40.3
10.9
63.5
78.7
96.8
118.1
50.8
Source: Interviews with industry experts by Frost & Sullivan, Frost & Sullivan
From 2021 to 2025, the global market size of dry process battery separators by shipment
volume increased from a pproximately 2.1 billion m 2 to about 8.3 billion m 2, representing a strong
CAGR of 40.5%. In 2025, China accounted for 95.2% of the global shipment volume, maintaining a
dominant position in the market. Going forward, global shipments are projected to grow from
approximately 8.3 billion m 2 in 2025 to 13.0 billion m 2 in 2030, with a CAGR of 9.4%. As Chinese
companies accelerate overseas expansion and manufacturers in other countries improve production
capacity and customer base, the share of dry process separator shipments outside China is expected
to rise from 4.8% in 2025 to 13.8% in 2030, reflecting a CAGR of 35.1%.
Global Dry Process Battery Separator Industry by Shipment Volume, 2021–2030E
14
12
10
8
6
4
2
0
Billion m2
CAGR
2021–2025
CAGR
2025–2030E
42.8%China
Others outside China
Global Dry-process Battery Separator Industry
7.2%
14.8% 35.1%
40.5% 9.4%
2021 2022 2023 2024 2025 2026E 2027E 2028E 2029E 2030E
89.2%
10.8%
91.8%
8.2%
93.5%
6.5%
94.7%
5.3%
95.2%
4.8%
93.5%
6.5%
91.3%
8.7%
89.4%
10.6%
87.7%
12.3%
86.2%
13.8%
3.2
4.9
6.4
8.3
2.1
10.3
11.3
12.2
13.0
9.3
Source: Interviews with industry experts by Frost & Sullivan, Frost & Sullivan
INDUSTRY OVERVIEW
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--- page 96 ---
The global wet process battery separator market by shipment volume grew from approximately
8.8 billion m 2 in 2021 to about 32.0 billion m 2 in 2025, at a CAGR of 38.2%. In 2025, China
dominated the market with an 83.4% share. Moving forward, the market is projected to expand from
32.0 billion m 2 in 2025 to 105.1 billion m 2 in 2030, at a CAGR of 26.9%. Notably, the market share
outside China is expected to rise from 16.6% in 2025 to 33.2% in 2030 with a CAGR of 45.8%,
d r i v e nb ya c c e l e r a t e dd e m a n dg r o w t hi ni n t e r n ational markets as well as Chinese enterprises’
strategic overseas expansion. Leveraging thei r advanced manufacturing technologies, strong
research capabilities, and integrated supply ch ains, Chinese companies are rapidly establishing
production bases abroad to efficiently meet growing global battery demand, enhance supply chain
resilience, and maintain co st competitiveness, thereby reinforci ng their leading position in the global
wet process battery separator market.
Global Wet Process Battery Separator Industry by Shipment Volume, 2021–2030E
110
100
90
80
70
60
50
40
30
20
10
0
Billion m2
47.1%China
Others outside China
Global Wet Process Battery Separator Industry
21.3%
14.6% 45.8%
38.2% 26.9%
2021 2022 2023 2024 2025 2026E 2027E 2028E 2029E 2030E
CAGR
2021–2025
CAGR
2025–2030E
65.0%35.0%
74.0%
26.0%
77.7%
22.3%
80.8%
19.2%
83.4%
16.6%
80.5%
19.5%
76.5%
23.5%
73.0%
27.0%
69.7%
30.3%
66.8%
33.2%13.1 16.5 21.3
32.0
8.8
53.2
67.4
84.6
105.1
41.5
Source: Interviews with industry experts by Frost & Sullivan, Frost & Sullivan
From 2021 to 2025, the shipment volume of dry process battery separator from China increased
from approximately 1.9 billion m 2 to approximately 7.9 billion m 2, at a CAGR of 42.8%. Driven by
further development of the downstream industries, the shipment volume of dry process battery
separators from China is expected t o reach approximately 11.2 billion m
2 in 2030, at a CAGR of
7.2% from 2025. In 2025, EV battery was the largest downstream applications of China’s dry process
battery separator market, accoun ting for approximately market sh are of 55.0%, followed by energy
storage battery (40.0%) and consumer electronics battery (4.5%).
Dry Process Battery Separators from China by Shipment Volume, 2021–2030E
Billion m2
2030E2029E2021 2022 2023 2024 2025 2026E 2027E 2028E
CAGR
2021–2025 2025–2030E
CAGR
China Dry-process Battery Separator Industry 42.8% 7.2%
12
10
11
9
7
8
6
4
5
3
2
1
0
1.9
2.9
4.6
6.1
7.9
8.7
9.4
10.1
10.7 11.2
Breakdown of China’s Dry-process
Battery Separator Industry by
Downstream Applications, 2025
55.0%
4.5%
40.0%
EV Battery
Energy Storage Battery Others
Consumer Electronics Battery
0.5%
Source: Interviews with industry experts by Frost & Sullivan, Frost & Sullivan
INDUSTRY OVERVIEW
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--- page 97 ---
The shipment volume of wet process battery separator from China has increased from 5.7
billion m 2 in 2021 to 26.7 billion m 2 in 2025, at a CAGR of 47.1%. Looking forward, shipment
volume of wet process battery separator from China is expected to surge from 26.7 billion m 2 in 2025
to 70.2 billion m 2 in 2030, representing a CAGR of 21.3%. In 2025, EV batteries accounted for
68.5% of China’s wet process battery separator mar ket, followed by energy s torage battery (27.0%)
and consumer electronics battery (3.0%).
Wet Process Battery Separator from China by Shipment Volume, 2021–2030E
0
75
Billion m2
5.7
17.2
26.7
33.4
40.7
49.2
59.0
12.8
70.2
9.7
China Wet-process Battery Separator Industry 47.1% 21.3%
70
60
65
55
40
45
50
35
30
25
20
15
10
5
2030E2029E2021 2022 2023 2024 2025 2026E 2027E 2028E
CAGR
2021–2025 2025–2030E
CAGR Breakdown of China’s Wet-process
Battery Separator Industry by
Downstream Applications, 2025
68.5%
3.0%
27.0%
EV Battery
Energy Storage Battery Others
Consumer Electronics Battery
1.5%
Source: Interviews with industry experts by Frost & Sullivan, Frost & Sullivan
Driven by strong growth expectations for the lit hium-ion battery market, particularly in NEVs
and the energy storage sector, as well as manufacture rs’ efforts to secure strategic positions within
the supply chain, battery separator manufacturers accelerated capacity investments. In this context,
in China, from 2022 to 2024, China’s battery separator industry’s production capacity expanded at a
CAGR of 63.8%, surpassing the 35.8% increase in shipments, thereby driving price declines in
domestic markets due to intensified competition and supply-demand imbalances. Due to the surge in
demand especially for energy storage battery in 2025, the supply-demand imbalances have been
gradually mitigated, leading to more stable price c hange. The battery separator prices in China fell
from RMB1.96 per square metre in 2021 to RMB1.5 3 per square metre in 2023, further to RMB0.74
per square metre in 2024, and slightly decrease to RMB0.72 per square metre in 2025, while the dry
process battery separator prices in China increa sed by nearly 5% from 2024 to 2025 based on annual
average prices. As China accounted for over 85% of global shipment volume in 2025, its prices are
highly aligned with global price trends. Looking toward 2030, capacity is projected to reach 98.2
billion m
2 and shipments 81.4 billion m 2, reflecting CAGRs of 15.4% and 18.7% from 2025. It is
forecasted that the separator prices in China are ex pected to stabilise and slightly increase after 2026
as the pace of new capacity slows, downstream demand accelerates, and inefficient or sub scale
capacity is phased out. This growth supports domest ic demand and strengthens Chinese enterprises’
competitiveness through technological expertise a nd strategic partnerships with customers. Similar
to the separator segment, China’s downstream lithium-ion battery industry has also experienced
periods of intensified competition and structur al overcapacity in recent years due to the rapid
commissioning of new production lines alongside slo wer growth in end-markets. It is expected that
rising penetration of NEVs, accelerating deployment of energy storage systems, and expanding
emerging applications such as robotics and low-a ltitude aviation will help absorb excess capacity
over time and support a gradual recovery in supply-demand dynamics.
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However, in regions outside China, the indus try experienced strong shipment growth while
relatively slower capacity expansion between 2021 and 2025, creating increasing opportunities to
secure supply locally due to fast-growing demand from downstream battery manufacturers. Capacity
increased from 2.7 billion m
2 to 5.0 billion m 2 with a CAGR of 16.7%, while shipments rose from 3.3
billion m 2 to 5.7 billion m 2 with a higher CAGR of 14.6%. To meet regional demand and enhance
supply efficiency, China’s leading separator en terprises have expande d overseas, establishing
localised production that enables faster respons e, tailored services, and optimised cost structures
within local value chains. By 2030, capacity is expected to reach 38.6 billion m 2 and shipments 36.7
billion m 2, reflecting CAGRs of 50.5% and 45.1% from 2 025, addressing a more balanced regional
supply and allowing Chinese manufacturers to stre ngthen pricing power an d profitability through
closer engagement with local manufacturers.
Thus, at the global level, separator capacity grew from 13.2 billion m 2 in 2021 to 53.0 billion m 2
in 2025, registering a CAGR of 41.6%, with shipments rising from 10.9 billion m 2 to 40.3 billion m 2
at a CAGR of 38.7%. By 2030, global capa city is projected to reach 136.8 billion m 2 and shipments
118.1 billion m 2, reflecting CAGRs of 20.9% and 24.0% from 2025, supporting a more balanced and
resilient global supply network while responding to the rapidly growing demand across the battery
value chain worldwide.
Battery Separator from China by Production
Capacity and Shipment Volume,
2021–2030E
Battery Separator from Other Regions outside China by
Production Capacity and Shipment Volume, 2021–2030E
Billion m2
2029E 2030E2028E2021 2022 2023 2024 2025 2026E 2027E
CAGR
2021–2025 2025–2030E
CAGR
46.2% 15.4%
46.1% 18.7%
Production Capacity
Shipment Volume
10.5
15.1
28.0
40.5
48.0
54.2
62.9
73.6
85.4
98.2
7.6
12.6
17.4
23.3
34.6
42.1
50.1
59.3
69.7
81.4
0
10
20
30
40
50
60
70
80
90
100
0
40
Billion m2
16.7% 50.5%
14.6% 45.1%
30
35
25
20
15
10
5
Production Capacity
Shipment Volume
2029E 2030E2028E2021 2022 2023 2024 2025 2026E 2027E
CAGR
2021–2025 2025–2030E
CAGR
2.7 2.9 3.0 3.3 5.0
7.8
12.7
19.8
28.1
38.6
3.3 3.7 4.0 4.4 5.7
8.7
13.4
19.4
27.1
36.7
Source: Interviews with industry experts by Frost & Sullivan, Frost & Sullivan
Market Drivers and Trends Analysis of Global and China Battery Separator Industry
Rising NEV Adoption and Performance Requirements
In 2025, the NEV penetration rates in China, Europe and the U.S. were 45.3%, 18.1% and
11.3%, respectively. In 2030, the se figures are expected to increase to 68.1%, 26.7% and 14.1%,
respectively. Compared to China, the penetration rate of NEVs in Europe and the U.S. indicate
substantial growth potential, with further increa ses expected in the future. The global surge in NEV
adoption driven by carbon neutrality goals, suppo rtive policies, and automaker electrification
strategies continues to fuel rapid growth in EV battery industry. As EV batteries evolve toward
higher energy density, faster charging, and enha nced safety, the demand for high-performance
separators intensifies. This has led to a para llel expansion in both wet process and dry process
separator technologies. Wet process separato rs, offering superior uniformity and mechanical
strength, are gaining traction in h igh-end batteries like high-nick el and semi-solid-state systems.
Meanwhile, dry process separators, favoured for t heir thermal stability and cost-effectiveness,
remain competitive in mainstream applications. W ith EV battery expected to maintain high growth
in the coming years, the separator industry is sca ling capacity and upgrading processes to match this
momentum.
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Diverse Energy Storage Scenarios Fuel Demands
The energy storage segment including grid-sca le systems, telecom base stations, home energy
storage, and portable power is becoming a critical growth driver for separator demand. Each
application scenario has unique technical specifi cations, such as long-cycle performance for grid
storage or high energy density and thermal resistanc e for residential and portable systems. Separator
manufacturers are responding by developing customised, scenario-specific solutions, including
functional coatings, optimised porosity, and enha nced thermal shutdown p roperties. Among these,
energy storage industry in Europe and the U.S. espec ially for user-side grew significantly and ESS
market size by added installed capacity is expected to exceed 135 GWh in Europe and 200 GWh in
the U.S. by 2030, representing CAGRs of 35.8% and 31.9% from 2025 to 2030, respectively. This
rapid growth is driving increased lithium-ion battery demand in Europe and the U.S., and in turn
accelerating overseas separator capacity expansion to meet rising local demand. As global
investments in renewable energy and grid stability increase, the energy storage battery industry is
rising rapidly, creating a growing, sustainable demand base for separators in the energy storage
sector.
Rising Competitiveness of Chinese Suppliers
Chinese separator manufacturers have rapidly caught up with, and in many cases surpassed,
international competitors in terms of production s cale, technology maturity, and cost efficiency.
Through continued investment in research and d evelopment and production capacity, Chinese
players are now leading global separator supply. Their competitive pricing and ability to deliver
large volumes of high-quality wet and dry proces s separators have made them dominant exporters,
especially to EV battery producers in Europe and SE A. This increasing competitiveness has reshaped
the global market structure and consolidated leading pos ition of Chinese suppliers.
Innovations Benefitting Leading Enterprises with Diverse Layouts
Technological innovation continues to shape t he battery separator sec tor, spanning material
breakthroughs and process advancements such as high-speed wet production lines and
low-temperature stretching in dry processes. Demand is rising for next-generation separators that
are ultra-thin, heat-resistant, and capable of suppressing dendrite growth, driving a new wave of
product development. Leading separator suppliers have integrated into these top-tier supply chains
to participate in early-stage product definitio n and secure long-term value creation. At the same
time, smart manufacturing, AI-powered quality c ontrol, and sustainability-driven research and
development are transforming both cost structures and environmental footprints. On the product
side, wet and dry processes are expected to coexist, with a clear trend toward thinner, more
functional separators. Co ated separator demand is rising, and d ifferentiated coating formulas are
becoming a key competitive edge favouring diversified players in technology routes. Looking ahead,
industry concentration is likely t o intensify, further benefiting leading enterprises with scale,
innovation capacity, and strong customer access.
Industry Barrier Analysis of Global and China Battery Separator Industry
Technology and research and d evelopment capabilities
The development and application of new technologies for the production of battery separators
typically require lengthy period, which constitu tes an entry barrier for new entrants to conduct
independent research. Manufacturers in the battery separator industry must strive for competitive
advantages through technological breakthroughs . Pioneering separator manufacturers, through
their rich industry experience, es tablish important expertise for th e entire production process. The
expertise includes the selection of raw materials and design and final production of battery
separators. Pioneers in the battery separator in dustry have simultaneously mastered process and
equipment technologies in dry and wet process separator production. To further extend their leading
positions, separator manufactu rers have collaborated with renow ned universities and research
institutions to develop cutting-edge technologie s, which makes it challenging for new entrants to
enter into the battery separator industry.
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High-calibre talents
The high-calibre talents with extensive professional knowledge, deep industry understanding
and rich experience play an important role in the s uccess of battery separato r manufacturers. Battery
separator manufacturers with a proven track re cord in the industry nor mally have built-up high
technical research teams. Besides, an experienc ed and professional management team will help the
battery separator manufacturers to better operate their business with effective operational and
strategic planning. Since the battery separator industry is a knowledge-intensive and
technology-leading industry, t he high-calibre talents are main ly concentrated in the leading
manufacturers of this industry. As for new entr ants in the battery separator industry, it is
relatively difficult to gather talents in differe nt fields with high qualification in a short time.
Capital investment
Substantial capital investment plays a critical role in different stages of design and production
of battery separators. In the early stages, battery se parator manufacturers ty pically make significant
capital investments in building research and de velopment teams, purchasing raw materials,
developing product formular and construction of manufacturing base, etc. In the
commercialization stages, suffici ent capital support is significant in purchasing manufacturing
equipment. In the scaling production stages, cap ital investment is also essential in expanding
production lines, building new factories, etc. Ne w entrants who lack sufficient capital may be less
competitive in the battery separator ind ustry, which forms capital barrier.
Customer recognition
Leading battery separator manuf acturers ensure consistent, rel iable production and flexibly
localise facilities globally to meet market demand. B eyond production capacity, customers require
lengthy evaluations of product quality and manu facturing stability, resulting in extended
certification periods for new entrants. Once appro ved, suppliers usually secure stable, long-term
partnerships due to high switching costs and the need for supply reliability. In order to match
lithium-ion battery manufacturers expansion overseas, leading separator companies are able to
localise production to strengthen these relationships. New entr ants often struggle with both
production scale and customer trust, forming a high barrier to market entry.
Flexible supply configuration capability
Excellent production capability is also one of th e entry barriers for battery separator industry
since it is an indication of operational efficien cy, production flexibilit y, and long-term growth
potential. Battery separator manufacturers with st rong leadership positions in the industry are able
to provide consistent, reliable and rapid production and product supply. These companies are able to
layout their global markets with vision, flexibly arranging their local p roduction facilities to
implement production plans according to the actual orders from different markets. In addition, these
companies could leverage their e xcellent technical capabilities a nd resources in designing their
production facilities independently, thereby relievi ng their production activities from the pressure of
insufficient equipment supply. H owever, new entrants may lack of p roduction build-up capability to
deliver products, thus forms pro duction capability barrier.
Equipment design, supply, and commissioning
Separator production equipment is highly customised to meet stri ngent technical requirements
and involves long cycle times for installation, fin e-tuning, and capacity ramp-up. Leading companies
utilise single production lines with large capacit y, featuring wide web widths and high line speeds,
enabling efficient and high-volume base film manu facturing. Established players typically form
strategic alliances with international equipment suppliers and leverage in-house research and
development capabilities to co-develop and secure advanced equipment, part icularly for high-end
coated separators. These suppliers have limited pr oduction capacity, much of which is locked in
through long-term agreements with leading manufacturers. For new entrants, challenges include not
only the difficulty of acquiring high-performan ce equipment in a timely manner but also the steep
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learning curve in commissioning, process optimizat ion, and quality control. Together, these factors
lead to high upfront capital requirements, delay ed time-to-market, and a significant competitive
disadvantage, reinforcing the dominance of incumbent players.
Global patent layout
The battery separator industry is protected by strong patent barriers, as key technologies are
heavily patented across materials, structures, and manufacturing processes. Overseas market
expansion especially in developed regions requ ires a comprehensive pa tent strategy to ensure
compliance and avoid infringement risks. Without sufficient intellectual property protection,
companies may face restrictions in entering high -end markets, making patent layout a critical
threshold for global competitiveness.
COMPETITIVE LANDSCAPE OF GLOBAL A ND CHINA BATTERY SEPARATOR INDUSTRY
In 2025, the total shipment volume of global battery separator industry reached approximately
40.3 billion m
2. The top 5 companies accounted for approximately 67.2% of the total shipment
volume of global battery separator market. In 2025, Our Group ranked second in the global battery
separator market and accounted for 11.6% of the market share.
In China, the total shipment volume of battery separator reached approximately 34.6 billion m
2
in 2025. The top 5 companies accounted for approx imately 78.1% of the total shipment volume of
China battery separator market. In 2025, Our Group accounted for a market share of approximately
13.5%, and ranked second in the China battery separator market.
In order to further consolidate their competit ive positions in both the global and Chinese
markets, leading Chinese battery separator compani es are actively establishing overseas production
capacity.
Top Five Companies in Global and China Battery Separator Market
by Shipment Volume, 2025
32.8%
31.9%
11.6%
11.4%
8.3%
4.0%
Others
Company A
Our Group
Company B
Company C
Company D
Global Battery Separator Market China Battery Separator Market
21.9%
37.1%
13.5%13.3%
9.6%
4.6%
Others
Company A
Our GroupCompany B
Company C
Company D
Source: Annual Reports of Listed Companies, Interviews with industry experts by Frost & Sullivan, Frost & Sullivan
In 2025, the total shipment volume of global dry process battery separator reached
approximately 8.3 billion m 2. The top 5 companies accounted for approximately 76.8% of the
total shipment volume of global dry process battery separator. In 2025, Our Group accounted for a
market share of approximately 21.5%, and ranked fi rst in the global dry process battery separator
market.
In 2025, the total shipment volume of glob al wet process battery separator reached
approximately 32.0 billion m
2. The top 5 companies accounted for approximately 74.7% of the
total shipment volume of global wet process battery separator. In 2025, Our Group accounted for a
market share of approximately 9. 0%, and ranked fourth in the globa l wet process battery separator
market.
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Top Five Companies in Global Dry Process and Wet Process Battery Separator Market
by Shipment Volume, 2025
Global Dry Process Battery Separator Market
23.2% 21.5%
17.5%
16.1%
14.5%
7.2%
Others Our Group
Company E
Company A
Company F
Company G
25.3%
35.9%
14.4%10.4%
9.0%
5.0%
Others
Company A
Our Group
Company BCompany C
Company D
Global Wet Process Battery Separator Market
Source: Annual Reports of Listed Companies, Interviews with industry experts by Frost & Sullivan, Frost & Sullivan
In 2025, the total shipment volume of Chin a dry process battery separator reached
approximately 7.9 billion m 2. The top 5 companies accounted for approximately 80.8% of the
total shipment volume of China dry process battery separator. In 2025, Our Group accounted for a
market share of approximately 22.6%, and ranked first in China’s dry process battery separator
market.
In 2025, the total shipment volume of Chin a wet process battery separator reached
approximately 26.7 billion m
2. The top 5 companies accounted for approximately 89.6% of the
total shipment volume of China wet process batte ry separator. In 2025, Ou r Group accounted for a
market share of approximately 10.8%, and ranked f ourth in the China wet process battery separator
market.
Top Five Companies in China Dry Process and Wet Process Battery Separator Market
by Shipment Volume, 2025
19.2% 22.6%
18.4%
17.0%
15.2%
7.6%
Others
Our Group
Company E
Company A
Company F
Company G
China Dry Process Battery Separator Market
10.4%
43.1%
17.2%
12.5%
10.8%
6.0%
Others
Company A
Company B
Company C
Our Group
Company D
China Wet Process Battery Separator Market
Source: Annual Reports of Listed Companies, Interviews with industry experts by Frost & Sullivan, Frost & Sullivan
Notes:
1. Established in 1996 and headquartered in Yunnan, Chin a ,C o m p a n yAi sal i s t e dc o mpany which engaged in the
production, processing and sales of new energy mater ials and development of new technologies and new
products, including battery separator.
2. Established in 2010 and headquartered in Hebei, China, Company B is the subsidiary of a listed company which
integrates research and development, production, sa les and service of the wet p rocess battery separator.
3. Established in 2001 and headquartered in Beijing, Ch ina, Company C is a listed c ompany which integrates
research and development, design, product manufacturi ng and sales, and technology and equipment in the field
of special fibre composited and the battery separator in China.
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4. Established in 2017 and headquartered in Jiangsu, China, Company D is a private company which focus on the
research and development, production, sales and technical services of the battery separator and polymer special
membrane materials.
5. Established in 2011 and headquartered in Henan, China, Company E is a private company which focuses on the
research and development, development, production, and sales of the battery separator.
6. Established in 2012 and headquartered in Shenzhen, China, Company F is a private company which focus on the
research and development, production, sales and tech nical services of the wet-p rocess battery separator.
7. Established in 2015 and headquartered in Shenzhen, China, Company G is the subsidiary of a listed company
which engaged in the production, processing an d sales of the dry-process battery separator.
RAW MATERIAL PRICE ANALYSIS OF GLOBAL AND CHINA BATTERY SEPARATOR
INDUSTRY
The cost of battery separators mainly consists of labour cost, raw material cost, depreciation,
and energy cost. The raw materials of battery separator mainly comprise of polypropylene (PP) and
polyethylene (PE), which accounted for a large portion of raw material cost.
After the pandemic which impacted the produc tion and incoming projects of raw material
manufacturers and the entire raw material supply chain, the prices of raw materials have gradually
increased and remained relatively stable, fueled b y the rapid development of battery and its related
industry. In 2023, the price of PP declined due to rap id capacity expansion from large-scale plants,
combined with moderate demand. In 2025, the p rice of PP and PE has reached RMB7.0 thousand
and 7.5 thousand per tonne, respectively. In 2026, PE prices are expected to slightly decrease as new
capacity comes online according to earlier develop ment plans. Historical fluctuations in PP and PE
prices have had a direct and material impact on the Group’s selling prices. Periods of cost decline,
especially during times of industry-wide overca pacity, have enabled the Group to adjust product
prices more flexibly, providing room to implement r ational price reductions without compromising
profitability. This has strengthened the Group’s ab ility to maintain competitiveness in a challenging
market environment. At the same time, sustained v olatility in raw material prices has led the Group
to adopt a disciplined and forward-looking pricin g strategy, balancing the need to preserve market
share with the objective of supporting long-term st rategic positioning. By aligning pricing with raw
material cost trends and broader industry cycles, the Group has improved resilience and enhanced its
capacity to pursue stable and sustainable growth.
Average Prices of Polypropylene (PP) and Polyethylene (PE) (China), 2020–2026E


Thousand RMB/Tonne
0.0
7.4
7.8
8.2
8.6
2021
8.0
7.6 7.5
8.6
8.3
7.5 7.5
7.3
8.18.4
7.2
6.8
2022 2023 2024 2025
7.0
6.7
Polypropylene (PP) Polyethylene (PE)
2026E
8.4
8.3
7.0
8.4
Source: Wind, Interviews with industry experts by Frost & Sullivan, Frost & Sullivan
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OVERVIEW
We are subject to a variety of PRC laws, rules and regulations across a number of aspects of
our business. This section sets out a summary of relevant laws and regulations that may have
material impact on our business activities.
REGULATIONS ON PRODUCT QUALITY
In accordance with the Product Quality Law of the PRC ( 《中華人民共和國產品質量法》)
promulgated by the Standing Committee of the National People’s Congress (‘‘ SCNPC ’’) on 22
February 1993, and most recentl y amended on 29 December 2018, the seller assumes responsibility
for the repair, replacement, or return of the sold product under the following circumstances: (i) the
product lacks the essential properties for its inten ded use without prior clear indication; (ii) the
product does not meet the stated standards disp layed on the product or its packaging; or (iii) the
product does not match the quality as described in the product information or physical sample. In
cases where a consumer incurs losses due to the purchased product, the seller is obligated to
compensate for these losses. Under the Civil Code of the PRC ( 《中華人民共和國民法典》) (the ‘‘Civil
Code ’’), promulgated by the National People’s Congress of the PRC on 28 May 2020, and became
effective on 1 January 2021, manufacturers and comme rcial sellers bear liability for physical injury
or property loss resulting from product def ects. The affected party has the right to seek
compensation from either the manuf acturer or the commercial seller.
The Notice of National Standard of the Pe ople’s Republic of China (No.9, 2018) ( 《中華人民共
和國國家標準公告（2018 年第9號）》) was jointly announced on 7 June 2018 by State Administration
for Market Regulation and China National Standar disation Management Committee. It includes the
National Standard for Polyole fin Diaphragm of Lithium-io n Batteries (Standard No.:
GB/T36363-2018) ( 《鋰離子電池用聚烯烴隔膜國家標準（標準
號：GB/T36363-2018 ）》), which was
established by relevant enterprises organise d by the National Standardisation Technical
Committee for Alkaline Batteries plus the China Chemical and Physical Power Industry
Association, after which it was finally settled by the National Standardisation Technical
Committee for Alkaline Batteries (SAC/TC 77). The standard, which specifies terms and
definitions of polyolefin separators for lithium-ion batteries, classification, requirements, test
methods, inspection rules, packa ging marks, transportation and storage, took effects on 1 January
2019.
REGULATIONS ON PRODUCTION SAFETY , ENVIRONMENTAL PROTECTION AND
ENERGY CONSERVATION REVIEW
Production Safety
According to the Production Safety Law of the PRC ( 《中華人民共和國安全生產法》)( t h e
‘‘Production Safety Law ’’), which was last amended by SCNPC on 10 June 2021 and came into effect
on 1 September 2021, entities engaged in producti on and business activities within the PRC shall
comply with the Production Safety Law and other la ws and regulations related to production safety,
strengthen production safety management. Entitie s shall establish and improve a production safety
responsibility system and production safety rul es, improve production safety conditions, and
strengthen the standardisation of production sa fety, raise production safety levels, and ensure
production safety. The person in charge of a production and operation entity shall be fully
responsible for the production safety of the enti ty. Violation of the Production Safety Law may
result in imposition of fines and penalties, suspe nsion of operation, an order to cease operation,
depending on the circumstances of the violatio n, and criminal liability will be pursued if the
violation constitutes a crime.
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Environmental Protection
According to the Environmenta l Protection Law of the PRC ( 《中華人民共和國環境保護法》)
(the ‘‘Environmental Protection Law ’’), which was last amended by the SCNPC on 24 April 2014 and
came into effect on 1 January 2015, any entity tha t discharges or will discharge pollutants in the
course of operation or other activi ties must implement effective environmental protection measures
to control and properly handle hazardous substance s such as waste gas, waste water, waste residues,
dust, malodorous gases, radioactive substances, noise, vibration and electromagnetic radiation
generated in the course of such activities. The State implements a pollutant discharge permit
management system in accordance with the law.
According to the Environmental Impact Assessment Law of the PRC ( 《中華人民共和國環境影
響評價法》), which was amended by the SCNPC on 29 December 2018 and came into effect on the
same day, the Regulation on the Administration o f Environmental Protection of Construction
Projects (《建設項目環境保護管理條例》), which was amended by the State Council on 16 July 2017
and came into effect on 1 October 2017, and the Inte rim Measures for Environmental Protection
Acceptance Inspection Upon Completion of Construction Projects ( 《建設項目竣工環境保護驗收暫
行辦法》), which was promulgated by the former Ministry of Environmental Protection on 20
November 2017 and came into effect on the same day , the PRC implements a system to assess the
environmental impact of construction proje cts. The construction entity shall submit an
environmental impact report or an environmental impact statement for approval prior to the
commencement of the construction project, or an environmental impact registration form as
required by the environmental protection competen t administrative department of the State Council
for record. In addition, after the completion of a c onstruction project for which an environmental
impact report or an environmental impact statement has been prepared, the construction entity shall,
in accordance with the standards and procedures prescribed by the competent administrative
department of environmental protection under th e State Council, conduct acceptance inspection on
the supporting environmental protection fa cilities and prepare an acceptance report. For
construction projects that are constructed in phases or put into production or used in phases, the
corresponding environmental protection facilitie s shall be inspected and accepted in phases. The
construction projects can only be put into production or use after the completed supporting
environmental protection facilities have passed t he acceptance inspection. Facilities that have not
been carried out or have not passed the acceptance inspection shall not be put into production or
use.
According to the Law of the PRC on Prevention and Control of Environmental Pollution
Caused by Solid Wastes ( 《中華人民共和國固體廢物污染環境防治法》) (the ‘‘Law of Solid Wastes ’’),
which was last amended on 29 April 2020 by the SCNPC and came into effect on 1 September 2020,
any entity or individual that generates, collects, st ores, transports, utilises or disposes of solid waste
shall take measures to prevent or reduce the pollu tion of solid waste to the environment, and shall be
responsible for the environmental pollution caused in accordance with the law. Where hazardous
waste exists in solid waste, it shall be managed i n accordance with hazardous waste management.
According to the Law of the PRC on the Prevention and Control of Water Pollution ( 《中華人
民共和國水污染防治法》), which was last amended on 27 June 2017 by the SCNPC and came into
effective on 1 January 2018, the enterprises, institutions and other production and operation units
directly or indirectly dischargin g industrial waste water and medic al sewage to water bodies, and the
enterprises, institutions and other production and operation units required to obtain pollutant
discharging permit before discharging waste water and sewage must obtain the pollutant discharging
permit. Furthermore, environmental impact asse ssment must be carried out in accordance with the
law for newly-formed projects and reconstruction, or extensions projects that directly or indirectly
discharge pollutants to water bodies and other installations on water. Water pollution prevention
and control facilities should be designed, constr ucted and put into use at the same time as the main
construction of the projects.
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According to the Law of the PRC on the Prevention and Control of Atmospheric Pollution ( 《中
華人民共和國大氣污染防治法》), which was last amended by the SCNPC on 26 October 2018 and
took effect on the same day, enterprises, institutions and other production and operation units shall,
in accordance with the relevant national regulat ions and monitoring standards, monitor their
emissions of industrial waste gases or toxic and ha zardous air pollutants listed in the catalogue
published according to Article 78 of the Law of the PRC on the Prevention and Control of
Atmospheric Pollution ( 《中華人民共和國大氣污染防治法》), and keep the original monitoring
records. Enterprises and institutions that emit industrial waste gas or toxic and hazardous air
pollutants listed in the above-mentioned cat alogue, as well as other units that implement
administration of pollution discharge permits in a ccordance with the law, shall obtain a pollutant
discharging permit. In addition, enterprises, institutions and other production and operation units
constructing projects that have an impact on the atmospheric environment shall carry out
environmental impact assessment and make envi ronmental impact assessment documents public in
accordance with the law; the units that emit pollu tants into the atmosphere must comply with the
discharging standard for atmospheric pollutants as well as the requirements on control of the total
discharging amount of key atmospheric pollutants.
According to the Regulations on the Adminis tration of Pollution Discharge Permits ( 《排污許可
管理條例》) promulgated by the State Council on 24 January 2021 and took effect on 1 March 2021,
enterprises, institutions and other production and operation units subject to administration of
pollution discharge permits shall discharge pollu tants in accordance with the Regulations on the
Administration of Pollution Discharge Permits, and s hall not discharge polluta nts without obtaining
a pollutant discharging permit. Environmental prot ection authorities impose various administrative
penalties, such as fines, order to correct, restriction or suspension of production for rectification,
and order to cease operation, etc., on individuals or enterprises that violate the Regulations on the
Administration of Pollution Discharge Permits.
Energy Conservation Review
According to the Energy Conservation Law of the PRC ( 《中華人民共和國節約能源法》), which
was last amended by the SCNPC on 26 October 2018 and came into effect on the same day, the State
shall implement an energy conservation assessmen ta n da u d i ts y s t e mf o rf i x e da s s e ti n v e s t m e n t
projects. For projects which do not meet the compulsory energy conservation standards, the
developer shall not commence construction; where the construction is completed, the project shall
not be put into production or use. For government investment projects which do not meet the
compulsory energy conservation standards, th e agency in charge of examination and approval
pursuant to the law shall not grant approval for con struction. Detailed measures shall be formulated
by the department regulating energy conservation u nder the State Council jointly with other relevant
State Council departments.
According to the Measures for the Energy Conservation Review of Fixed Asset Investment
Projects (《固定資產投資項目節能審查辦法》) revised by the NDRC on 28 March 2023 and came into
effect on 1 June 2023, the review opinions on energ y conservation of a fixed asset investment project
are an important basis for the commencement of con struction, acceptance upon completion as well
as operation and management of such project. For a government-invested project, the project owner
shall obtain the review opinions on energy conservation issued by the energy conservation review
authority prior to submitting its feasibility study report for the project. For an enterprise-invested
project, the project owner shall obtain the review opinions on energy conservation issued by the
energy conservation review authority prior to t he commencement of construction. For a project
which has not undergone the energy conservation r eview or fails to pass the energy conservation
review, the project owner shall not commence construction, or the project shall not be put into
production or use if it is already completed.
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REGULATIONS ON FIRE SAFETY
According to the Fire Protection Law of the PRC ( 《中華人民共和國消防法》), which was last
amended by the SCNPC on 29 April 2021 and took effect on the same day, the emergency
management department under the State Council and the emergency management department under
the local people’s governments at or above the county level shall supervise and manage fire
protection work. Fire prevention design and cons truction must comply with national technical
standards for fire protectio n in construction projects.
According to the Interim Provisions on the Admi nistration of Fire Protection Design Review
and Acceptance of Construction Projects ( 《建設工程消防設計審查驗收管理暫行規定》)w h i c hw a s
last amended by the Ministry of Housing and Urban-Rural Development of PRC on 21 August 2023
and officially came into effect on 30 October 2023, fire prevention design review and acceptance
should be carried out for special construction pro jects. With respect to the construction projects
other than special construction projects, the fire protection acceptance of construction projects shall
be filed with the competent authorities.
REGULATIONS ON EXPORTATION OF GOODS
Pursuant to the Foreign Trade Law of the PRC ( 《中華人民共和國對外貿易法》)w h i c hw a s
promulgated by the SCNPC on 12 May 1994 and implemented on 1 July 1994, and subsequently
revised on 6 April 2004, 7 November 2016, and 30 December 2022, foreign traders engaging in
import and export of goods or technology shall sub mit documents and material related to its foreign
trade activities to the relevant departments in acc ordance with the provisions of the foreign trade
department of the State Council or other relevant S tate Council departments in accordance with the
law.
Pursuant to the Customs Law of the PRC ( 《中華人民共和國海關法》) promulgated by the
SCNPC on 22 January 1987 and amended on 8 July 2000, 29 June 2013, 28 December 2013, 7
November 2016, 4 November 2017 and 29 April 2021, unless otherwise stipulated, the declaration of
import and export goods may be made by consignees and consignors themselves, and such
formalities may also be completed by their entrus ted customs brokers that have registered with the
Customs. The consignees and consignors for import or export of goods and the customs brokers
engaged in customs declaration shall file for record with the Customs in accordance with the laws.
Pursuant to the Administrative Provisions of t he Customs of the PRC on the Filing of Customs
Declaration Entities ( 《中華人民共和國海關報
關單位備案管理規定》) promulgated by the General
Administration of Customs on 19 November 202 1 and taking effect from 1 January 2022, the
consignees and consignors for imported or exported goods and the customs brokers engaged in
customs declarations shall undergo recordatio n formalities at the relevant administration
department of customs in accordance with the laws.
REGULATIONS ON LEASING
According 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 suble ases the premises without the consent of the lessor.
In addition, if the ownership of the leased premi ses 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. Moreover, pursuant to the Civil Code, if the mortgaged property has been leased and
transferred for occupation prior to the establishment of the mortgage right, the original tenancy
shall not be affected by such mortgage right.
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On 1 December 2010, the Ministry of Housing and U rban-Rural Development promulgated the
Administrative Measures on Leasing of Commodity Housing ( 《商品房屋租賃管理辦法》), which
became effective on 1 February 2011. According t o such measures, the lessor and the lessee are
required to complete property leasing registr ation and filing formalities within 30 days from
execution of the property lease contract with the dev elopment 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.
According to the Interpretation of the Supreme People’s Court on Several Issues concerning the
Application of Law in the Trial of Cases about Dis p u t e sO v e rL e a s eC o n t r a c t so nU r b a nB u i l d i n g s
(2020 version) ( 《最高人民法院關於審理城鎮房屋租賃合同糾紛案件具體應用法律若干問題的解釋
（2020 修正）》), which took effect on 1 January 2021, if the ownership of the leased premises
changes during lessee’s possession in accordance with the terms of the lease contract, and the leasee
requests the assignee to continue to perform the original lease contract, the PRC court shall support
it, except that the mortgage right has been establis hed before the lease of the leased premises and the
ownership changes due to the mortgagee’s realisation of the mortgage right.
REGULATIONS ON INTELLECTUAL PROPERTY
Trademark
According to the Trademark Law of the PRC ( 《中華人民共和國商標法》) promulgated by
SCNPC on 23 August 1982, most recently amende d on 23 April 2019 and effective from 1 November
2019, and the Implementation Regulation of the Trademark Law of the PRC ( 《中華人民共和國商
標
法實施條例》) promulgated by the State Council on 3 August 2002, later amended on 29 April 2014
and effective from 1 May 2014, registered trademarks are granted a term of ten years which may be
renewed for consecutive ten-year periods upon request by the trademark owner. Trademark licence
agreements must be filed with the Trademark Office for record, and the Trademark Law of the PRC
has adopted a ‘‘first-to-file’’ principle with respe ct to trademark registration. Conducts that shall
constitute an infringement of the e xclusive right to use a registered trademark include but not limited
to using a trademark that is identical with or simila r to a registered trademark on the same or similar
goods without the permission of the trademark regist rant, and the infringing party will be ordered to
stop the infringement act immediately and may be imposed a fine. The infringing party may also be
held liable for the right holder’s damages, which w ill be equal to gains obtained by the infringing
party or the losses suffered by the right holder as a re sult of the infringement, including reasonable
expenses incurred by the right holder for stopping the infringement.
Copyright
According to the Copyright Law of the PRC ( 《中華人民共和國著作權法》) promulgated by the
SCNPC, which was latest amended in November 2020, and its related Implementing Regulations,
Chinese citizens, legal persons, or other organisat ions shall, whether published or not, own copyright
in their works, which include, among others, works of literature, art, natural science, social science,
engineering technology and computer software. Co pyright owners of protected works enjoy personal
rights and property rights with respect to publ ication, authorship, a lteration, integrity,
reproduction, distribution, lease, exhibition, performance, projection, broadcasting, dissemination
via information network, production, adaptation, translation, compilation and other rights shall be
enjoyed by the copyright owners.
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Pursuant to the Regulation on Co mputers Software Protection ( 《計算機軟件保護條例》)
promulgated by the State Council on 4 June 199 1 and latest amended on 30 January 2013, and
the Measures for the Registration o f Computer Software Copyright ( 《計算機軟件著作權登記辦法》)
promulgated by the National Copyright Administration on 20 February 2002 and latest amended on
1 July 2004, the National Copyright Administratio n is mainly responsible for the registration and
management of software copyright in China and reco gnises the China Copyright Protection Centre
as the software registration organisation. The C hina Copyright Protection Centre shall grant
certificates of registration to computer softwa re copyright applicants in compliance with the
regulations.
Patent
In accordance with the Patent Law of the PRC ( 《中華人民共和國專利法》), promulgated by the
SCNPC, which was latest amended in October 2020 and became effective on 1 June 2021, and its
Implementation Rule, patent is div ided in to three categories, i.e., invention patent, design patent
and utility model patent. The duration of inventio n patent right, design patent right and utility
model patent right shall be 20 years, 15 years and ten years, respectively, which all calculated from
the date of application. Implementation of a patent without the authorization of the patent holder
shall constitute an infringement of patent rights, and shall be held liable for compensation to the
patent holder and may be imposed a fine, or even subject to criminal liabilities.
Domain Names
The Measures on Administration of Internet Domain Names ( 《互聯網域名管理辦法》)w a s
promulgated by the MIIT in 2017, which adopts ‘‘f irst to file’’ rule to allocate domain names to
applicants, and provide that the MIIT shall super vise the domain names services nationwide and
publicise the PRC domain name system. After completion of the registration procedures, the
applicant will become the holder of the relevant domain name.
REGULATIONS ON EMPLOYMENT AND SOCIAL WELFARE
Employment
The major PRC laws and regulations that gover n employment relationship are the PRC Labour
Law (《中華人民共和國勞動法》), the PRC Labour Contract Law (
《中華人民共和國勞動合同法》) (the
‘‘Labour Contract Law ’’) and its implementation, which impose stringent requirements on the
e m p l o y e r si nr e l a t i o nt oe n t e r i n gi n t of i x e d - term employment contracts, hiring of temporary
employees and dismissal of employees.
The Labour Contract Law, which became eff ective on 1 January 2008, primarily aims at
regulating rights and obligations of employment relationships, including the establishment,
performance, and termination of labour contracts. Pursuant to the Labour Contract Law, labour
contracts must be executed in writing if labour relationships are to be or have been established
between employers and employees. Employers are pr ohibited from forcing employees to work above
certain time limits and employers must pay employees for overtime work in accordance with national
regulations. In addition, employee wages must not be lower than local standards on minimum wages
and must be paid to employees in a timely manner.
In December 2012, the Labour Contract Law was amended to impose more stringent
requirements on the use of employees of temp agencies, who are known in China as ‘‘dispatched
workers’’. Dispatched workers are entitled to equ al pay with full-time employees for equal work.
Employers are only allowed to use dispatched wo rkers for temporary, auxiliary or substitutive
positions. According to the Interi m Provisions on Labour Dispatch ( 《勞務派遣暫行規定》)
promulgated by the Ministry of Human Resources and Social Security and came into effect on 1
March 2014, the number of dispatched workers hired by an employer may not exceed 10% of the
total number of its employees. Where rectification is not made within the stipulated period, the
employers may be subject to a penalty ranging from RMB5,000 to RMB10,000 per dispatched
worker exceeding the 10% threshold.
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Social Insurance
The PRC Social Insurance Law ( 《中華人民共和國社會保險法》) (the ‘‘Social Insurance Law ’’)
issued by the SCNPC in 2010 and latest amended on 29 December 2018, has established social
insurance systems of basic pension insurance, basic medical insurance, work-related injury
insurance, unemployment insura nce and maternity insurance and has elaborated in detail the legal
obligations and liabilities of employers who fail t o comply with relevant laws and regulations on
social insurance. According to the Social Insurance Law and the Provisional Regulations on
Collection and Payment of Social Insurance Premiums ( 《社會保險費徵繳暫行條例》) promulgated by
the State Council on 22 January 1999 and most r ecently amended on 24 March 2019 and effective
from the same date, enterprises shall register soci al insurance with local social insurance and pay or
withhold relevant social insurance for or on beha lf of its employees. Any employer that fails to make
social insurance contributions may be ordered to rectify the non-compliance and pay the required
contributions within a prescribed time limit and be s ubject to a late fee. If the employer still fails to
rectify the failure to make the relevant contribut ions within the prescribed time, it may be subject to
a fine ranging from one to three times the amount overdue.
The Interpretation II by the Supreme People’ s Court of the PRC on Legal Issues in the Trial of
Labour Dispute Cases ( 最高人民法院關於審理勞動爭議案件適用法律問題的解釋（二）) (the
‘‘Interpretation ’’), promulgated by the Supreme People’s Court of the PRC on 31 July 2025 and
took effect on 1 September 2025, provides further cla rification on the application of existing labour
laws and regulations, particularly in relation to s ocial insurance contributions. Specifically, the
Interpretation clarifies the legal consequences of the following scenarios: (i) any undertakings or
agreements by employees to waive social insurance contributions are invalid; (ii) if an employer fails
to make social insurance contributions and the empl oyee terminates the employment relationship on
such basis, the employee is entitled to economic compensation pursuant to Article 38(3) of the
Labour Contract Law; and (iii) if an employer has m ade supplementary contributions for social
insurance, it may request the return of any overpaid amounts, and the people’s courts shall support
such claims.
Housing Provident Fund
In accordance with the Regulations on the Ad ministration of Housing Provident Funds (
《住房
公積金管理條例》) promulgated by the State Council on 3 April 1999, and amended on 24 March
2002, and 24 March 2019, enterprises must register at the designated administrative centres and open
bank accounts for depositing emp loyees’ housing provident funds. Employers and employees are
also required to pay and deposit housing provident funds, with an amount no less than 5% of the
monthly average salary of the employee in the pr eceding year in full and on time. In case of overdue
payment or underpayment by employers, orders f or payment within a specified period will be made
by the housing fund management centre. Where emp loyers fail to make paym e n tw i t h i ns u c hp e r i o d ,
enforcement by the people’s court will be applied.
In case of failure to register and open accounts for depositing employees’ housing provident
funds, the housing fund management centre shall order employers to go through the formalities
within a specified period, where employers fail t o do such formalities within the prescribed time, a
fine of not less than RMB10,000 nor mor e than RMB50,000 shall be imposed.
REGULATIONS ON TAX
Enterprise Income Tax
According to the Enterprise Income Tax Law of the PRC ( 《中華人民共和國企業所得稅法》),
which was promulgated by the SCNPC and was latest amended on 29 December 2018, and the
Regulation on the Implementation of the Enterprise Income Tax Law of the PRC ( 《中華人民共和國
企業所得稅法實施條例》), which was promulgated by the State Council and was latest amended in
December 2024, collectively referred to as the En terprise Income Tax Law , a uniform 25% enterprise
income tax rate is imposed to both foreign investe d enterprises and domestic enterprises, except
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where tax incentives are granted to special industri es and projects. The enterprise income tax rate is
reduced to 20% for qualifying small low-profit enterprises. The high-tech enterprises that need full
support from the PRC’s government will enjoy a re duced tax rate of 15% for Enterprise Income Tax.
Value-added Tax
Pursuant to the Value-added Tax Law of the PRC ( 《中華人民共和國增值稅法》), which was
promulgated by the SCNPC on 25 December 2024, and took effect on 1 January 2026, and the
Implementation Rules for the Provisional Regulations the PRC on Value-added Tax ( 《中華人民共和
國增值稅暫行條例實施細則》), which was promulgated by the Ministry of Finance and was latest
amended on 28 October 2011 and effective from 1 No vember 2011, entities and individuals engaging
in selling goods, providing processing, repairing or replacement services or importing goods within
the territory of the PRC are tax payers of the value-added tax.
According to the Notice of the Ministry of Fin ance and the State Taxation Administration on
the Adjusting Value-added Tax Rates ( 《財政部、稅務總局關於調整增值稅稅率的通知》) effective in
May 2018, the value-added tax rates of 17% and 11% on sales, imported goods shall be adjusted to
16% and 10%, respectively.
According to the Announcement of the Ministry of Finance, the State Taxation Administration
and the General Administration of Customs on Re levant Policies for Deep ening the Value-Added
Tax Reform ( 《財政部、稅務總局、海關總署關於深化增值稅改
革有關政策的公告》)p r o m u l g a t e do n
20 March 2019 and effective from 1 April 2019, the value-added tax rates of 16% and 10% on sales,
imported goods shall be adjusted to 13% and 9%, respectively.
Dividends Distribution
The principal laws, rules and regulations govern ing dividend distributio ns by foreign invested
enterprises in the PRC are the PRC Company Law, p romulgated in 1993 and latest amended in 2023,
and the Foreign Investment Law and its Implemen ting Regulations. Under these requirements,
foreign-invested enterprises m ay pay dividends only out of their accumulated profit, if any, as
determined in accordance with PRC accounting standards and regulations. A PRC company is
required to allocate at least 10% of their respective a ccumulated after-tax profits each year, if any, to
fund certain capital reserve funds until the aggr egate amount of these rese rve funds have reached
50% of the registered capital of the enterprises. A PRC company is not permitted to distribute any
profits until any losses from prior fiscal years hav e been offset. Profits retained from prior fiscal
years may be distributed together with distributable profits from the current fiscal year.
According to the Civil Procedure Law of the PRC ( 《中華人民共和國民事訴訟法》)w h i c hw a s
promulgated by the National People’s Congress on 9 April 1991 and most recently amended on 1
September 2023 and became effective on 1 Janu ary 2024, the limitation period for an action to
recover a debt (including the recovery of declare d dividends) is three years. The company must not
exercise its powers to forfeit any unclaimed dividen d in respect of shares until after the expiry of the
applicable limitation period.
Pursuant to the Individual Income Tax Law of the PRC ( 《中華人民共和國個人所得稅法》),
which was most recently amended on 31 August 2018, and the Implementation Provisions of the
Individual Income Tax Law of the PRC ( 《中華人民共和國個人所得稅法實施條例》), which was most
recently amended on 18 December 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 enterp rise in the PRC is normally subject to individual
income tax of 20% unless specifically exempted by th e tax authority of the State Council or reduced
by relevant tax treaty.
Pursuant to the Enterprise In come Tax Law of PRC (the ‘‘ EIT Law ’’) and the Regulation on the
Implementation of the Enterprise Income Tax Law of PRC, since 1 January 2008, an enterprise
income tax rate of 10% will normally be applicab le 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
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establishment or place of business, to the extent s uch dividends are derived from sources within the
PRC, unless any such non-PRC reside nt investors’ jurisdiction of in corporation has a tax treaty with
China that provides for a preferential withholding arrangement.
Non-resident investors residing i n jurisdictions which have entered into treaties or adjustments
for the avoidance of double taxation with the PRC might be entitled to a reduction of the Chinese
EIT imposed on the dividends received from PRC companies. The PRC currently has entered into
avoidance of double taxation treaties or arrangements with Hong Kong, Macau, and a number of
countries and regions including Australia, Can ada, France, Germany, Japan, Malaysia, the
Netherlands, Singapore, the United Kingdom, t he U.S. and etc. Non-PRC resident enterprises
entitled to preferential tax rates in accordance with the relevant taxation treaties or arrangements are
required to apply to the Chinese tax authorities for a refund of the EIT in excess of the agreed tax
rate, and the refund application is subject to approval by the Chinese tax authorities.
REGULATIONS ON FOREIGN INVESTMENT
The Company Law of the PRC ( 《中華人民共和國公司法》), promulgated by the SCNPC of the
PRC (the ‘‘SCNPC ’’) on 29 December 1993, last amended on 29 December 2023 and came into effect
on 1 July 2024, governs the establishment, operation and management of companies in the PRC,
including foreign-invested companies. Unless for eign investment laws prov ide otherwise, foreign
invested companies shall abide by the PRC Company Law.
Pursuant to the Foreign Investment Law of the PRC ( 《中華人民共和國外商投資法》), the
Regulation for Implementing the Fo reign Investment Law of the PRC ( 《中華人民共和國外商投資法
實施條例》) and Measures on Reporting of Foreign Investment Information ( 《外商投資信息報告辦
法》), which became effective on 1 January 2020, the S tate Council establishes a foreign investment
information report system. Foreig n investors or foreign-funded ente rprises shall submit investment
information to the competent department for commerce concerned through the enterprise
registration system and the enterprise credit info rmation publicity system. The contents and scope
of foreign investment information report shall be determined under the principle of necessity; it is
not allowed to require the submission again of any investment information that can be obtained by
interdepartmental information sh aring. For foreign investment en terprises investing in China and
establishing an enterprise (inclu ding multi-level investment), upon completion of registration filing
and submission of annual report information to the market regulatory authorities, the relevant
information shall be forwarded by the market regula tory authorities to the commerce administrative
authorities, and these enterprises a re not required to submit separately.
Foreign investment in the PRC is subject to the Catalogue of Industries for Encouraging
Foreign Investment (2022 edition) ( 《鼓勵外商投資產業目錄（2022 年版）》) (the ‘‘ Catalogue ’’)),
amended on 26 October 2022 and effective since 1 January 2023 and the Special Administrative
Measures for Foreign Investment Access (Negative List) (2024 edition) ( 《外商投資准入特別管理措施
（負面清單）（2024 年版）》) (the ‘‘Negative List ’’)), amended on 6 September 2024 and effective since 1
November 2024, both of which issued by the Nat ional Development and Reform Commission (the
‘‘NDRC ’’) and the Ministry of Commerce of the PRC (the ‘‘ MOFCOM ’’). According to the Negative
List, foreign investors shall not make investmen ts in prohibited industries as specified in the
Negative List, while foreign inves tments must satisfy certain condit ions stipulated in the Negative
List for investment in restricted industries. Indu stries not listed in the Negative List are generally
deemed ‘‘permitted’’ for foreign investments.
According to the Measures for the Security Review of Foreign Investment ( 《外商投資安全審查
辦法》) promulgated by the NDRC and the MOFCOM on 19 December 2020 and became effective on
18 January 2021, any foreign investment that has or possibly has an impact on state security shall be
subject to security review in accordance with the provisions hereof. A foreign investor or a party
concerned in China shall take the initiative to make a declaration to the working mechanism office
prior to making the investment in any important infr astructure, important tr ansportation services
and other important fields that concern state secu rity while obtaining the actual control over the
enterprises invested in.
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REGULATIONS ON FOREIGN EXCHANGE
Regulations relating to Foreign Currency Exchange
The principal regulations governing foreign currency exchange in China are the Foreign
Exchange Administration Regulations of the PRC ( 《中華人民共和國外匯管理條例》), most recently
amended in August 2008. Under the PRC foreign exchange regulations, payments of current account
items, such as profit distributions, interest paym ents and trade and service-related foreign exchange
transactions, can be made in foreign curre ncies without prior approval from the State
Administration of Foreign Exchange, or SAFE, by complying with certain procedural
requirements. By contrast, approval from or registration with appropriate government authorities
is required where Renminbi is to be converted into f oreign currency and remitted out of China to pay
capital account items, such as direct investments, r epayment of foreign currency-denominated loans,
repatriation of investments and investments in securities outside of China.
T h eS A F Ei s s u e dt h eC i r c u l a ro nR e f o r m i n go fthe Management Method of the Settlement of
Foreign Currency Capital of Fo reign-Invested Enterprises ( 《國家外匯管理局關於改革外商投資企業
外匯資本金結匯管理方式的通知》) (the ‘‘ SAFE Circular 19 ’’) on 30 March 2015, and it became
effective on 1 June 2015, which was partially repealed on 30 December 2019, and latest amended on
23 March 2023. The SAFE Circular 19 expands a pilot reform of the administration of the settlement
of the foreign exchange capitals of foreign-inve sted enterprises nationw ide. In June 2016, SAFE
further promulgated the Notice of the State Admin istration of Foreign Exchange on Reforming and
Standardising the Foreign Exchange Settlem ent Management Policy of Capital Account ( 《國家外匯
管理局關於改革和規範資本項目結匯管理政策
的通知》) (the ‘‘ SAFE Circular 16 ’’), which was
amended on 4 December 2023, among other things, amends certain provisions of SAFE Circular
19. Pursuant to SAFE Circular 19 and SAFE Circular 16, the flow and use of the Renminbi capital
converted from foreign currency denominated regi stered capital of a foreign-invested company is
regulated such that Renminbi capital may not be used for business beyond its business scope or to
provide loans to persons other than affiliates unles s otherwise permitted under its business scope.
In October 2019, SAFE issued the Circular of Fur ther Facilitating Cross-border Trade and
Investment (《國家外匯管理局關於進一步促進跨境貿易投資便利化的通知》) ,w h i c hw a sa m e n d e do n
4 December 2023, or SAFE Circular 28, which cancels the restrictions on domestic equity
investments by capital fund of non-investme nt 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 investmen ts do not violate the Negative List and the target
investment projects are genuine and in complia nce with laws. According to the Circular on
Optimising Administration of Foreign Exchange to Support the Development of Foreign-related
Business (《國家外匯管理局關於優化外匯管理支持涉外業務發展的通知》), or 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 provi sions on use of income under the capital account,
eligible enterprises are allowed to make domesti c 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. The handling banks
shall conduct spot checks afterwards in accordance with the relevant requirements. The
interpretation and implementation in practic e of SAFE Circular 28 and SAFE Circular 8 are still
subject to substantial uncertainties gi ven they are newly issued regulations.
Regulations relating to Stock Incentive Plans
Pursuant to the Notice on Issues Concerning the Foreign Exchange Administration for Domestic
Individuals Participating in Stock Incentive Plan of Overseas Publicly Listed Company ( 《國
家外匯管
理局關於境內個人參與境外上市公司股權激勵計劃外匯管理有關問題的通知》) (the ‘‘ SAFE Circular
7’ ’), promulgated by SAFE in February 2012, emplo yees, directors, supervisors, and other senior
management participating in any share incentive plan of an overseas publicly-listed company who
are PRC citizens or who are non-PRC citizens residing in China for a continuous period of not less
REGULATORY OVERVIEW
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than one year, subject to a few exceptions, are required to register with SAFE through a domestic
agency. Moreover, an overseas-entrusted inst i t u t i o nm u s tb er e t a i n e dt oh a n d l em a t t e r si n
connection with the exercise or sale of stock options and the purchase or sale of shares and interests.
The income of foreign exchange PRC residents by selling out the shares according to the equity
incentive plan and the dividend distributed by the o verseas-listed company shall be distributed to the
PRC residents after being remitted to the bank acco unt in China opened by the domestic institutions.
REGULATIONS ON SECURITIES AND OVERSEAS LISTINGS
Securities Laws and Regulations
The Securities Law of the PRC ( 《中華人民共和國證券法》), which was promulgated by the
SCNPC on 29 December 1998, and was latest amended on 28 December 2019 and took effect on 1
March 2020, comprehensively regulating activiti es in the PRC securities market including issuance
and trading of securities, takeovers by listed companies, securities exchanges, securities companies
and the duties and responsibilities of securities r egulatory authorities, etc. The Securities Law
further regulates that a domestic enterprise issuing s ecurities 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 compa nies 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 ma rket according to law, maintain
order in the market, and ensure the market opera tes in a lawful manner. Currently, the issue and
trading of H shares are principally governed by the regulations and rules promulgated by the State
Council and the CSRC.
Overseas Listings
On 17 February 2023, the CSRC released several regulations regarding the management of
filings for overseas offerings and listings by domes tic companies, including the Overseas Listing
Trial Measures together with five supporting gui delines (together with the Overseas Listing Trial
Measures, collectively referred to as the ‘‘ Overseas Listing Regulations ’’). Under Overseas Listing
Regulations, 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 applicat ion for overseas listing is submitted.
The Overseas Listing Regulations provides that no overseas offering and listing shall be made
under any of the following circumstances: (i) suc h securities offering and listing is explicitly
prohibited by provisions in laws, administrative reg ulations and relevant state rules; (ii) the intended
securities offering and listing may endanger national security as reviewed and determined by
competent authorities under the State Council in accordance with law; (iii) the domestic company
intending to make the secu rities offering and listing, or its co ntrolling shareholders and the actual
controller, have committed crimes s uch as corruption, bribery, embezzlement, misappropriation of
property or undermining the order of the socialist market economy during the latest three years; (iv)
the domestic company intending to make the secu rities offering and listing is suspected of
committing crimes or major violations of laws and reg ulations, and is under investigation according
to law and no conclusion has yet been made thereof; or (v) there are material ownership disputes
over equity held by the domestic company’s contro lling shareholder or by other shareholders that
are controlled by the controlling shareholder and/ or actual controller. Addi tionally, the Overseas
Listing Regulations stipulates that after an issuer has offering and listing securities in an overseas
market, the issuer shall submit a report to the CSRC within three working days after the occurrence
and public disclosure of (i) a change of control there of, (ii) investigations of or sanctions imposed on
the issuer by overseas securities regulators or rele vant competent authorities, (iii) changes of listing
status or transfers of listing segment, and (iv) a vo luntary or mandatory delisting. Overseas offering
and listing by domestic companies shall be ma de in strict compliance with relevant laws,
administrative regulations and rules concerning na tional security in sphere s of foreign investment,
cybersecurity, data security and etc., and duly fulf il their obligations to protect national security.
REGULATORY OVERVIEW
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On 24 February 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 Offeri ng and Listing by Domestic Enterprises ( 《關於加强境內企業
境外發行證券和上市相關保密和檔案管理工作的規定》) (the ‘‘Provision on Confidentiality ’’). Pursuant
to the Provision on Confidentiality, where a domest ic enterprise provides or publicly discloses any
document or material that involving state secr ets and working secrets of state agencies to the
relevant securities companies, secu rities service institutions, over seas regulatory authorities and
other entities and individuals, it shall report to t he competent department with the examination and
approval authority for approval in accord ance with the law, and submit to the secrecy
administration department of the same level for filing. The working papers formed within the
territory of the PRC by the securities companie s and securities service agencies that provide
corresponding services for the ov erseas issuance and listing of do mestic enterprises shall be kept
within the territory of the PRC, and cross-bord er transfer shall go through the examination and
approval formalities in accordance with the relevant provisions of the State.
REGULATORY OVERVIEW
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OVERVIEW
Leveraging with his educational background in power engineering, our Company, then known
as Shenzhen Fu Yi Da Electronics Technology Co. Ltd. ( 深圳市富易達電子科技有限公司), was
founded by Prof. Chen in September 2003, dedicated to becoming a domestic pioneer in R&D and
production of lithium-ion battery separators. At the inception of the Company, it engaged in the
import and export trade of various electronic products and electronic materials through
well-established business relationships with majo r Japanese corporations, acted as a distributor
for lithium-ion battery separator products in t he domestic market, and commenced early-stage
research and development work related to separat ors. Our Company was converted into a joint stock
company in 2008 and changed its name to Shenzhen Senior Technology Material Co., Ltd. ( 深圳市星
源材質科技股份有限公司). We became listed on ChiNext of the Shenzhen Stock Exchange in
December 2016 under the stock code 300568 and on SIX Swiss Exchange in December 2023 under
the stock symbol SENIOR. With over 20 years of experience in the R&D and manufacturing of
battery separator materials, our Company has become a competitive supplier and technology
innovator in the global lithium-ion battery sepa rator market. According to Frost & Sullivan, our
lithium-ion battery separator shipment volum e ranked second globally for the last six years
consecutively, with our global market share increasing from 11.0% in 2020 to 11.6% in 2025.
KEY CORPORATE AND BUSINESS DEVELOPMENT MILESTONES
The following table sets forth our various key c orporate and business de velopment milestones.
Year Event
2003 . Our Company was incorporated and we commenced the sales and R&D
of lithium-ion battery separators.
2008 . Our first dry process production lin e that specialises in the uniaxial
stretching process was established and commenced operation in
Shenzhen, China.
2010 . Our southern China manufacturing base in Shenzhen, China was built,
where our new dry process separators production line was established
and commenced operation.
2013 . We expanded our business of lithium-ion battery separator into South
Korea, the first of our overseas markets.
2015 . The third generation of dry process separator production line
commenced operation with improved performance stability.
2016 . We were listed on ChiNext of Shenzhen Stock Exchange under the
stock code 300568.
. Our production line for nanocompos ite separators was established and
commenced operation in Shenzhen, China.
. We established Hefei Senior.
2017 . We established Changzhou Senior.
2018 . We established Jiangsu Senior.
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Year Event
2021 . We expanded our business of lithium-ion battery separator into Europe
and established Europe Senior.
. We established Nantong Senior.
2023 . We established Foshan Senior.
. We were listed on the SIX Swiss Exchange under the stock symbol
SENIOR.
2024 . We started the construction of our US manufacturing base in the U.S.
and Malaysia manufacturing bas e in North Carolina, the U.S. and
Penang, Malaysia, respectively.
PRINCIPAL SUBSIDIARIES AND OPERATING ENTITIES
As at the Latest Practicable Date, we had seven pri ncipal subsidiaries, being our subsidiaries
which were (i) material to our performance during the Track Record Period ; and/or (ii) important
for our future development and business operations (the ‘‘ Principal Subsidiaries ’’). Set forth below is
a table summarising the key information of our Pr incipal Subsidiaries during the Track Record
Period and as at the Latest Practicable Date.
Name of subsidiary Registered Capital
Equity
interest
attributable
to our Group
Place of
incorporation/
establishment
Date of
incorporation/
establishment Principal business activities
Hefei Senior
(1) RMB650,000,000 41.54% China 5 January 2016 Manufacturing
Changzhou Senior RMB300,000,000 100% China 5 April 2017 Manufacturing
Jiangsu Senior RMB300,000,000 100% Ch ina 12 March 2018 Manufacturing
Nantong Senior RMB1,000,000,000 100% China 18 June 2021 Manufacturing
Europe Senior SEK25,000 100% Sweden 21 December 2021 Investment holding
Singapore Senior SGD2,500,000 100% Singa pore 2 June 2022 Raw material procurement
and sales
Foshan Senior RMB1,000,000,000 60% Ch ina 15 February 2023 Manufacturing
Innovay New
Material
Technology
(Malaysia) Co.,
Ltd
RM1,422,327,491 100% Malaysia 18 August 2024 Manufacturing and sales
Green New Energy
Materials, Inc.
USD10,000 100% US 27 November 2023 Manufacturing
Note:
(1) The other shareholders of Hefei Senior are Hefei Ur ban Construction Investment and Holding Co., Ltd. ( 合肥城
建投資控股有限公司)( ‘ ‘Hefei Construction ’’) and Hefei Guoxuan High-tech Power Energy Co., Ltd. ( 合肥國軒高
科動力能源有限公司)( ‘ ‘Hefei Guoxuan ’’), holding, respectively, approximately 30.77% and 27.69% of the share
capital of Hefei Senior. Based on the articles of association and the shareholders agreement of Hefei Senior, its
board of directors shall consist of fiv e members, among which our Company shall have the right to appoint three;
further, Hefei Construction shall be entitled to an annual return of 1.29% of its investment in Hefei Senior, and
any remaining distributable profits of Hefei Senior shall be allocated to our Company as to 60% and Hefei
Guoxuan as to 40%, respectively.
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MAJOR CHANGES OF OUR COMPANY
Incorporation of our Company and Conversion into a Joint Stock Company
Our Company, then known as Shenzhen Fu Yi Da Electronics Technology Co. Ltd. ( 深圳市富
易達電子科技有限公司), was incorporated in September 2003 and was converted into a joint stock
company and changed its name to Shenzhen Senior Technology Material Co., Ltd. ( 深圳市星源材質
科技股份有限公司) in September 2008. Upon completion of the conversion, our Company had a
total share capital of RMB75,000,000 divided into 75,000,000 Shares. The shareholding structure of
our Company immediately upon completio n of the conversion was as follows:
Name of Shareholders
Number of
Shares Held
Percentage of
Shareholding
Prof. Chen 33,428,550 44.57%
Shenzhen Oriental Fortun e Venture Capital (Limited
Partnership) ( 深圳市東方富海創業投資企業（有限合夥）) 6,249,975 8.33%
Chen Liang ( 陳良) 5,361,675 7.15%
Shenzhen Xiaoyang Science & Technology Investment
Co., Ltd. ( 深圳市曉揚科技投資有限公司) 4,464,300 5.95%
Sichuan Zhongcheng Management Consulting
Co., Ltd. ( 四川中誠管理諮詢有限公司) 3,857,175 5.14%
Shenzhen Chuangdongfang Growth Investment
Enterprise (Limited Partnership) ( 深圳市創東方成長投
資企業（有限合夥）) 3,571,425 4.76%
Yan Aixi ( 顏愛喜) 2,185,725 2.91%
Zhou Zhihua ( 周志華) 2,185,725 2.91%
Shenzhen Xinyu Industrial Co., Ltd.
(深圳市信宇實業有限公司) 1,821,450 2.43%
Other Shareholders (1) 11,874,000 15.83%
Total 75,000,000 100%
Note:
(1) Other Shareholders represent 41 Shareholders at the time of our conversion into a joint stock company, each of
whom/which held no more than 2% of our Shares.
Between 2009 and 2011, our Company underwent a series of capital increases. Upon
completion of such capital increases, our Company had a total share capital of RMB90,000,000
divided into 90,000,000 Shares.
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Listing on ChiNext of the Shenzhen Stock Exchange
In December 2016, our Company was listed on ChiNext of the Shenzhen Stock Exchange under
the stock code 300568. In connection with the listing , we completed an initial public offering of our
A Shares (the ‘‘ A Share Offering ’’), pursuant to which our total share capital increased from
RMB90,000,000 to RMB120,000,000. The sharehol ding structure of our Company immediately after
A Share Offering was as follows:
Name of Shareholders
Number of
A Shares Held
Percentage of
Shareholding
Prof. Chen 31,442,825 26.20%
Shenzhen Oriental Fortun e Venture Capital (Limited
Partnership) ( 深圳市東方富海創業投資企業（有限合夥）) 6,796,850 5.66%
Chen Liang ( 陳良) 6,288,525 5.24%
Lhasa Changyuan Yingjia Investment Co., Ltd. ( 拉薩市長
園盈佳投資有限公司) 5,685,725 4.74%
Shenzhen Xiaoyang Science & Technology Investment
Co., Ltd. ( 深圳市曉揚科技投資有限公司) 4,854,925 4.05%
Shenzhen Chuangdongfang Growth Investment
Enterprise (Limited Partnership) ( 深圳市創東方成長投
資企業（有限合夥）) 3,883,925 3.24%
Sichuan Zhongcheng Management Consulting
Co., Ltd. ( 四川中誠管理諮詢有限公司) 3,857,175 3.21%
Shenzhen Suyuan Investment Enterprise
(Limited Partnership) ( 深圳市速源投資企業
（有限合夥）) 3,634,650 3.03%
Shenzhen Suyuan Holdings Group Co., Ltd
(深圳市速源控股集團有限公司) 3,500,000 2.92%
Shenzhen Huashang Dingsheng Equity Investment
Partnership (Limited Partnership) ( 深圳市華商鼎盛股權
投資合夥企業（有限合夥）) 2,500,000 2.08%
Other A Shareholders (1) 47,555,400 39.63%
Total 120,000,000 100%
Note:
(1) Each of other A Shareholders held no more than 2% of our A Shares.
From 2017 to 2023, our Company underwent a serie s of capital changes, including the issue of
38,400,000 A Shares and 125,673,249 A Shares to specific entities on 20 August 2019 and 29 July
2022, respectively. Upon completion of such capital changes, our Company had a total share capital
of RMB1,281,682,969 divided into 1,281,682,969 A Shares.
L i s t i n go nS I XS w i s sE x c h a n g e
In December 2023, our Company was listed on S IX Swiss Exchange under the stock symbol
SENIOR. In connection with the listing, we com pleted a public offering of 12,684,800 GDRs,
representing interests in a total of 63,424,000 A Shares (the ‘‘ GDR Offering ’’). Upon the completion
of the GDR Offering, our total share capi tal increased from RMB1,281,682,969 to
RMB1,345,106,969.
HISTORY AND CORPORATE STRUCTURE
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Share Cancellations
Between 9 November 2023 and 21 May 2025, the Board and the Shareholders (as the case may
be) approved the cancellation of 3,271,967 Restr icted Stocks that had been granted under the 2022
Share Incentive Plan but had not yet been vested. A fter the completion of the share cancellations and
a series of capital changes from 2024 up to the Latest Practicable Date, our Company had a total
share capital of RMB1,345,710,639 divided into 1,345,710,639 A Shares.
MAJOR ACQUISITIONS AND DISPOSALS
During the Track Record Period and up to the Latest Practicable Date, we had not conducted
any acquisitions, disposals or mergers that we cons ider material to us and would require disclosure
under Rule 4.05A of the Listing Rules.
OUR LISTING ON THE SHENZHEN STOCK EXCHANGE AND SIX SWISS EXCHANGE AND
REASONS FOR THE LISTING ON THE STOCK EXCHANGE
Our Company has been listed on ChiNext of the Shenzhen Stock Exchange and the SIX Swiss
Exchange since 2016 and 2023, respectively. We seek to be listed on the Hong Kong Stock Exchange
in order to further advance our global strategic lay out, establish an international capital operation
platform, and enhance our comprehens ive competitiveness. please see ‘‘ Business — Our Growth
Strategies ’’ and ‘‘Future Plans and Use of Proceeds ’’ for more details.
Our Directors confirmed that d u r i n gt h eT r a c kR e c o r dP e r i o da n du pt ot h eL a t e s tP r a c t i c a b l e
Date, we had complied with the rules of the Shenzhen Stock Exchange and SIX Swiss Exchange and
other applicable securities laws and regulations of the PRC and Switzerland in any material respects,
and, to the best knowledge of our Directors having made all reasonable enquiries, there was no
material matter that should be brought to the inve stors’ attention in relation to our compliance
record on the Shenzhen Stock Exchange and SIX Swiss Exchange. Based on the independent due
diligence conducted by t he Sole Sponsor, nothing has come to the Sole Sponsor’s attention that
would cause it to disagree with our Directors’ con firmation with regard to the compliance records of
the Company on the Shenzhen Stock Exchange and SIX Swiss Exchange. As confirmed by our PRC
legal adviser, based on the public filings on the w ebsite of the Shenzhen Stock Exchange and other
information in the public domain, save as otherw ise disclosed, the Company has complied with
applicable securities laws and regulations of the P RC in relation to its listing on the Shenzhen Stock
Exchange in all material respects for the Track Record Period and up to the Latest Practicable Date.
As confirmed by our Swiss legal adviser, based on the confirmation from the SIX Swiss Exchange,
since its listing on the SIX Swiss Exchange and up to the Latest Practicable Date, the Company has
not been subject to any sanctions by SIX Exchange Regulation AG for violations of Swiss stock
exchange regulations.
PUBLIC FLOAT AND FREE FLOAT
Satisfaction of the Public Float Requirement
Rule 19A.13A(2) of the Listing Rules provides that, where a new applicant is a PRC issuer with
other listed shares at the time of listing, this will normally mean that the portion of H shares for
which listing is sought that are held by the public , at the time of listing, must (a) represent at least
10% of the issuer’s total number of issued shares in the class to which H shares belong (excluding
treasury shares); or (b) have an expected market value of not less than HK$3,000,000,000.
Our A Shares are listed on the Shenzhen Stock Exchange. The total number of the H Shares to
be issued pursuant to the Global Offering represents 10.13% of the total issued share capital of our
Company (excluding treasury shares), which sati sfy the requirements under Rule 19A.13A(2)(a) of
the Listing Rules.
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Satisfaction of the Free Float Requirement
Rule 19A.13C of the Listing Rules provides t hat, where a new applicant is a PRC issuer with
other listed shares at the time of listing, this will normally mean that the portion of H shares for
which listing is sought that are held by the public an d not subject to any disposal restrictions whether
under contract, the Listing Rules, applicable la ws or otherwise, at the time of listing, must: (a)
represent at least 5% of the total number of issued shares in the class to which H shares belong at the
time of listing (excluding treasury shares), with an expected market value at the time of listing of not
less than HK$50,000,000; or (b) have an expected market value at the time of listing of not less than
HK$600,000,000.
The Company is expected to satisfy the free float requirement under Rule 19A.13C of the
Listing Rules.
CORPORATE STRUCTURE
Corporate structure immediately before the Global Offering
The following simplified diagram illustrates the corporate and shareholding structure of our
Group, immediately prior to the completion of the Global Offering.
Prof. Chen(1) Ms. Chen(1)
Other A Shareholders
Our Company(2)
87.305%0.026%12.669%
Jiangsu Senior
100.00% 100.00%
Changzhou Senior
100.00%
Nantong Senior
100.00%
Singapore Senior
100.00%
Europe Senior
60.00%
Foshan Senior(3)
41.54%
Hefei Senior(4) Other subsidiaries
Other subsidiariesOther subsidiaries
Notes:
(1) Prof. Chen and Ms. Chen form the Single Largest Shareh olders of our Company. Please see ‘‘Relationship with
Our Single Largest Shareholders’’ for details.
(2) As at the Latest Practicable Date, we had 24 subsidiar ies, including our Principal Subsidiaries and other
subsidiaries incorporated in various jurisdictions.
(3) As at the Latest Practicable Date, the remaining 40% interests in Fosh an Senior were held by Foshan Lanhai
Huizhi Investment Management Co., Ltd. ( 佛山市瀾海匯智投資管理有限公司) ,w h i c hi si nt u r nh e l db yF o s h a n
Nanhai Industrial Development Investment Management Co., Ltd. ( 佛山市南海產業發展投資管理有限公司), a
state-owned enterprise and an independent third party of the Company, as to 80%.
(4) As at the Latest Practicable Date, the remaining inte rests in Hefei Senior were held by Hefei Construction, a
s t a t e - o w n e de n t e r p r i s e ,a n dH e f e iG u o x u a na st o3 0 .77% and 27.69%, respectively. Based on the articles of
association and the shareholders agre ement of Hefei Senior, its board of directors shall consist of five members,
among which our Company shall have the right to appoint three; further, Hefei Construction shall be entitled to
an annual return of 1.29% of its investment in Hefei Seni or, and any remaining distributable profits of Hefei
Senior shall be allocated to our Company as to 60% and Hefei Guoxuan as to 40%, respectively. Hefei Guoxuan
is a wholly owned subsidiary of Gotion High-tech.
HISTORY AND CORPORATE STRUCTURE
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Corporate structure immediately following the Global Offering
The following simplified diagram illustrates the corporate and shareholding structure of our
Group immediately following the completion of the Global Offering.
Jiangsu Senior
100.00% 100.00%
Changzhou Senior
100.00%
Nantong Senior
100.00%
Singapore Senior
100.00%
Europe Senior
60.00%
Foshan Senior(3)
41.54%
Hefei Senior(4) Other subsidiaries
Prof. Chen(1) Ms. Chen(1)
Other H ShareholdersOther A Shareholders
Our Company(2)
10.000%11.402% 0.023% 78.575%
Other subsidiariesOther subsidiaries
Notes:
(1)–(4): Please see the respective notes under ‘‘ — Corporate Structure — Corporate structure immediately before the
Global Offering ’’ of this section.
HISTORY AND CORPORATE STRUCTURE
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OVERVIEW
We are a competitive lithium-ion battery separator manufacturer. We were founded in 2003
and accumulated more than 20 years of industry expe rience in research and development, production
and sales of lithium-ion battery separators. Accord ing to Frost & Sullivan, we are the first Chinese
c o m p a n yt om a s t e rt h ed r yp r o c e s su niaxial stretching technology fo r lithium-ion battery separators,
ranking first globally in terms of market share in dry process separators ma rket by shipment volume
in 2025. We are also the first lithium-ion battery separator manufacturer to achieve mass export,
which refers to the continuous and stable supply of substantial volumes of lithium-ion battery
separator products that consistently meet the prod uction requirements of major overseas customers.
of lithium-ion battery separators, as well as the first and one of the few enterprises in Chinese
Mainland with capabilities in all three types of lithium-ion battery separator production
technologies, namely dry process, wet p rocess and coated process separators.
As an early entrant in the lithium-ion battery sector, we have established ourselves as a
established supplier within the global lithium-ion battery separator market. Our unique position as
one of the few companies with independent equipme nt research and design cap abilities, together with
our proprietary microporosity forming technology, has enabled us to build competitive battery
separator production lines. We excel in many key p erformance indicators for battery separators,
including thickness, porosity, thermal shrinkage, breathability and puncture strength. Utilising our
technological expertise and commitment to qualit y, we serve world-leading lithium-ion battery
manufacturers such as LG Energy Solution, Samsung SDI, AESC, Murata, SK On, SAFT, CATL,
BYD, Gotion High-tech, CALB, EVE Energy and Sunwoda. According to Frost & Sullivan, our
lithium-ion battery separator shipment volum e ranked second globally for the last six years
consecutively, with our global market share increasing from 11.0% in 2020 to 11.6% in 2025.
We have developed a clear plan for a comprehen sive network encompassing production, R&D
and customer engagement. Currently, we have established five manufacturing bases within the PRC.
Our overseas manufacturing bases in Europe, Southeast Asia and the U.S. are under construction,
demonstrating our commitment to a g lobal footprint. In terms of in novation, we have established
R&D centres in the PRC, Japan and Sweden. Our expanding network supports a broad customer
base, including more than 100 leading lithium- ion battery manufacturers worldwide. We have
established stable relationships with all the world’s top ten lithium-ion battery manufacturers in
2025 and are one of the few battery separator com panies that supply to all of the world’s top ten
lithium-ion battery manufacturers according to Frost & Sullivan.
We are committed to advancing industrial upgrades through the application of cutting-edge
technologies, not only in the lithium-ion battery separator industry but also membranes in other
fields. Building on our extensive expertise in lit hium-ion battery separators and guided by our core
strategy of ‘‘in-depth technology + diverse ap plications,’’ we have developed a portfolio of
solid-state electrolyte membranes and other functional membranes that spans various scenarios.
Through our advanced technologies in functional membranes, we aim to provide reliable material
solutions for relevant high-value industries , including green energy and semiconductors.
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Below is an overview of our achievements.
Global Market Share
11.6%
Market share in 2025 in terms of total shipment
volume
Wet Process Ranked Fourth
Wet process separators market share ranked fourth in
2025 by shipment volume
Dry Process Ranked First
Dry process separators market share ranked first in
2025 by shipment volume
Over 2 billion m2 as of 31 December
2025
Designed overseas annual production capacity
8 manufacturing bases
Changzhou, Jiangsu, Hefei,
Nantong, Foshan
(the above in operation)
the U.S., Malaysia, Sweden
(the above under construction)
Designed Production Capacity
R&D
First in Chinese Mainland(1)
Capabilities in dry, wet and coated process separators
manufacturing technologies
4 global R&D centres
Japan, Sweden, Shenzhen, Nantong
Among the few in the industry(1)
With self-designed equipment
Manufacturing
100+
Lithium-ion battery customers globally
Top 10
Global lithium-ion battery manufacturers have built
stable relationship with us
Customer
Note:
(1) In 2025, according to Frost & Sullivan.
Our Industry Opportunities
Extensive market demand has created ample opportunities for our business as the global energy
landscape rapidly shifts toward low-carbon, clean and efficient sources driven by new energy
reforms. This transition is fuelli ng significant growth in sectors that depend on lithium-ion batteries,
particularly electric vehicles (EVs), energy storage and consumer electronics .F u r t h e r m o r e ,e m e r g i n g
fields such as artificial intelligence (AI), roboti cs, low-altitude economy, aerospace and smart
wearables have presented increa singly sophisticated and specia lised demands, driving further
innovation in lithium-ion battery technology and i ts critical components, such as separators. As a
result, the market for lithium-ion battery separato rs, essential materials within these batteries, is
closely tied to advances in new energy applicat ions. According to Frost & Sullivan, the global
lithium-ion battery market is projected to reach a shipment volume of 6,572.1 GWh by 2030.
Demand for batteries in the EV sector is expecte d to rise from 1,495.0 GWh in 2025 to 3,766.5 GWh
in 2030; in energy storage, from 632.3 GWh in 2025 to 2,510.0 GWh in 2030; and in consumer
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electronics, from 110.0 GWh in 2025 to 179.4 GWh in 2030. Correspondingly, the global lithium-ion
battery separator market, measured by shipment volume, will expand from 40.3 billion square metres
in 2025 to 118.1 billion square metres in 2030, re flecting both sustained demand growth and
accelerating innovation across traditional and emerging sectors.
According to Frost and Sullivan , there exists a demand-supply gap in overseas markets due to
limited local production capacity for separators . As global adoption of electric vehicles (EVs)
accelerates, we believe this supply shortfall continues to drive strong international demand. In 2025,
Chinese companies supplied over 80% of the global s eparator market, according to Frost & Sullivan.
However, as geopolitical risks and the threat o f supply chain disruptions increase, overseas
customers have actively sought support from loca l separator suppliers. We believe our strategic
international presence and significant overseas production capacity position us well to serve the
overseas markets. By drawing on our extensive exper ience with leading international customers, we
are able to bridge the demand-supply gap, secure long-term relationships with key customers and
further strengthen our role in the global value chain, thereby enhancing our global competitiveness.
According to Frost and Sullivan, suppliers of lit hium-ion battery separators currently face a
range of complex challenges. The industry is expe riencing increasingly stringent performance
requirements, driven by evolving end-user dem ands, rapid technological advances, tougher
government regulations and a hei ghtened focus on battery safety , durability and lifespan. To meet
these demands, companies must closely monitor developments downstream and invest in
strengthening independent research and dev elopment (R&D) capabilities. For example, the
forthcoming Safety Requirements and Test Methods for Power Batteries for Electric Vehicles ( 《電
動汽車用動力蓄電池安全要求》), a mandatory national standard issued by the MIIT that will come
into effect on 1 July 2026, will further raise the bar for thermal diffusion safety requirements for EV
batteries. On the other hand, technological ad vancements such as the development of sodium-ion
and solid-state batteries present future opportuni ties and challenges alike, highlighting the critical
need for forward-looking R&D strategi es within the separator industry.
According to Frost and Sullivan, ongoing technolo gical progress, increased capital investment
and rapid capacity expansion have reduced costs b ut heightened price competition for standard
products. To ensure competitiveness and profita bility, separator manufacturers must focus on
developing mid- to high-end products that deliver greater performance and better value, including
ultra-thin functional coatings and innovative mem brane technologies. Building these capabilities is
essential not only for attracting and retaining high-end customers, but also for improving margins
and developing technological expertise.
We are proactively tackling these industry challenges and capitalising on new opportunities.
Leveraging our core technologies, global reach and long-standing relationship with major customers,
we have developed a forward-looking R&D approach that positions us to drive progress within the
industry. We are confident that these strengths wil l enable us to sustain our industry leadership over
the medium to long term.
Our Product Portfolio
Our main products are lithium-ion battery separators, including dry process separators, wet
process separators and coated separators. These pro ducts serve major sectors such as transportation
vehicles, industrial machinery, energy storage fa cilities and consumer electronics, with a wide range
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of application scenarios. Additionally, through independent R&D, we have proactively established a
presence in emerging sectors such as solid-state battery materials and other functional membrane
materials. Our current product portfolio is as follows.
Products Series Main Specifications Applications Advantages
Core product: lithium-ion battery separator
Dry Process Separator
Thickness: 3–40 μm Batteries for EVs, electric
bicycles, power tools,
consumer electronics
and energy storage
High melting point
temperature and
consistent quality
Wet Process Separator
Thickness: 3–25 μm Batteries for EVs, power
tools and high-end
consumer electronics
High strength, high
porosity and
adjustable pore size
Coated Separator
Thickness: 5–25 μm Batteries for EVs,
consumer electronics
and energy storage
batteries with higher
safety requirements
High safety, high
wettability and
adjustable coating
thickness
Forward-looking layout
Semi-solid-state
electrolyte separator
3–20μm High-performance EVs,
drones and humanoid
robots
Low-temperature
operation, high
safety and low
interface resistance
Solid-state electrolyte
membrane
7–30μm High-end consumer
electronics and EVs
High safety and high
strength
In addition to our semi-solid-state electrolyte se parators and solid-state electrolyte membranes,
we also aim to provide our customers with other functional membranes, including heat exchange
membranes, waterproof and breathable membranes and water treatment membranes. Please refer to
‘‘— Our Core Technologies ’’ for details of each product.
Our Customers
With competitive technologies, a diverse product portfolio and a comprehensive sales and
production network, we have built strong relationships with leading lithium-ion battery enterprises,
with major customers including LG Energy Solut ion, Samsung SDI, AESC, Murata, SK On, SAFT,
CATL, BYD, Gotion High-tech, CALB, EVE Energy and Sunwoda.
We have entered into long-term strategic partn erships with our prominent customers. During
the Track Record Period, we entered into a Globa l Strategic Cooperation Memorandum with LG
Energy Solution, a Strategic Memorandum with S amsung SDI and a Global Strategic Cooperation
Framework Agreement with EVE Energy. See ‘‘— Research and Development — Our R&D Platform
— Industry-Academic-Research Platforms ’’ for details. Through close collaboration with these
prominent industry leaders, we have secured stable order flows and strengthened our market
position. Additionally, by leveraging their industry influence and technical expertise, we have been
able to enhance our own technological standard s and overall competitiveness in the market.
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To enhance our overseas business capabilities, we have set up manufacturing bases in Europe,
the SEA and the U.S. These facilities support the int ernational expansion of domestic lithium-ion
battery manufacturers and meet the production requirements of foreign battery manufacturers
aiming to increase their capacity. By operating locally in key strategic markets, we are able to
provide timely support to our customers worldwide. While tariff and trade tensions pose ongoing
challenges, we believe that our strong relationshi ps with leading international customers, combined
with our efficient, high-quality production netw ork, position us well for sustainable long-term
growth. We also believe that diversification of our customer base in the global markets help mitigate
the impact of overcapacity and intense market competition.
Our Innovation System
To drive ongoing innovation and development, we have created a robust three-pronged
innovation ecosystem. This ecosystem consists of a strong internal research and development
mechanism, a team of highly experie nced technical specialists with cr oss-disciplinary expertise and a
strategic platform that fosters collaboration betw een industry, academia and research institutions.
Together, these elements enable us to effectivel y mitigate the impact of overcapacity and intense
market competition, achieve bre akthroughs in key performance in dicators for lithium-ion battery
separators, continuously upgrade and refine our proprietary production equipment, and conduct
forward-looking research and development on new functional membranes.
. Strong internal R&D mechanism . Our in-house research and d evelopment platform for
battery separators has enabled us to build stro ng capabilities in raw material formulation,
rapid formula adjustment and microporosi ty formation technology. By implementing
equity incentive programmes and establishi ng a comprehensive engineering technology
development framework, we have built stro ng expertise in both process and equipment
technologies for separator manufacturing . This solid foundation has enabled us to
advance the development of next-generatio n battery separators and new functional
membranes.
. R&D team consisting of cross-disciplinary technical talents . As at 2025, we have established
a multidisciplinary R&D team of 699 members specialised in fields of material science,
polymer chemistry, mechanical automation and electrochemistry. Our R&D personnel
make up approximately 13.7% of our workforce. Moreover, we have set up R&D centres
in Southern China (Shenzhen), Eastern China (Nantong), Japan (Osaka) and Europe
(Sweden), integrating global R&D talent by combining regional i ndustry and academic
strengths.
. Strategic industry-academic-research collaboration platform . We collaborate with various
academic institutions, including Tsinghua University, Peking U niversity and Sichuan
University on the development of production equipment, processes and technologies for
lithium-ion battery separato rs and a variety of functional membranes, as well as talent
cultivation.
Our ongoing commitment to innovation and tech nological progress is demonstrated by the
numerous high-quality achievements and honours we have earned over the years. By consistently
advancing the frontiers of research and development, we have positioned ourselves as a leader in the
lithium-ion battery separator industry. This dedication has been recognised through a range of
prestigious awards and acknowledgments, highlig hting our leadership and excellence in the field:
. In June 2024, our ‘‘preparation of high-perfo rmance lithium-ion battery separator based
on polyolefin condensed matter structure co ntrol’’ (jointly developed with Sichuan
University) won the First Prize of State Science and Technology Progress Award ( 國家科
學技術進步獎一等獎) for 2023 and we were the only enterprise in the lithium-ion battery
industry honoured with the award.
. Many of our separator research projects have been recognised by prestigious national
programmes and have received numerous awar ds for innovation and quality, such as the
‘‘PRC Torch Programme’’ and ‘‘863 Plan’’. These accolades highlight our leadership in the
industry and our commitment to excellence.
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. We are the deputy leader of the editorial committee for drafting national standards
related to lithium-ion battery separators. We have led or served as the main drafter of two
national standards and 21 industry standards in the lithium-ion battery separator sector.
. As at 31 December 2025, we applied for a total of 1,026 patents, including 298 overseas
patents; we obtained 490 valid patents, incl uding 204 authorised invention patents (of
which 90 are overseas invention patents ) and 286 authorised utility model patents.
Our Sustainability Initiatives
We have established an efficient ESG system that integrates sustainable development into our
corporate strategy and operations. Our environmen tal initiatives include imp lementing a low-carbon
development strategy, launching clean energy proj ects and achieving significant carbon reductions.
Socially, we prioritise occupational health and safety, building a safe wo rking environment with
strict quality control. Our efforts have led to the c reation of the first net-zero industrial hub in the
separator industry and significant use of renewa ble energy, contributing to our goal of carbon
neutrality and net-zero emissions.
OUR COMPETITIVE STRENGTHS
We are a competitive lithium-ion battery separator provider, underpinned by over 20 years of R&D and
a proven track record of serving world-leading battery manufacturers
Founded in 2003, we are a domestic pioneer in the R&D and manufacturing of lithium-ion
battery separators, according to Frost & Sullivan . As the first Chinese company to master the dry
process uniaxial stretching technology for lithi um-ion battery separators, we successfully broke the
monopoly of foreign countries in the field of battery separator production. Our technological
breakthroughs have been recognised through prestigious awards such as the First Prize of State
Science and Technology Progress Award.
We are the first and one of the few enterprises in the PRC with capabilities in all three types of
lithium-ion battery separator production techno logies, namely the dry process, wet process and
coated process separators, acco rding to Frost & Sullivan. With over 20 years of experience in R&D
and manufacturing of battery separator mater ials, we have become a competitive supplier and
technology innovator in the global lithium-ion battery separator industry. According to Frost &
Sullivan, our lithium-ion battery separator shipment volume ranked second globally for the last six
years consecutively and our market share increased from 11.0% in 2020 to 11.6% in 2025.
We are the first lithium-ion battery separator manufacturer to achieve mass export of
lithium-ion battery separators, according to F rost & Sullivan, which is defined as the first
manufacturer in industry to have the continuous and stable supply of substantial volumes of
lithium-ion battery separator products that consistently meet the production requirements of major
overseas customers. With a steady growth in our international customer base, we keep expanding our
overseas production capacities through construction of manufacturing bases in Sweden, Malaysia
and the U.S. As a result, our overseas production c apacity ranked first in terms of planned annual
production capacity in 2025, according to Frost an d Sullivan. Leveraging our first-mover advantage
in the overseas market, we have established an inter national sales network and continue to improve
our service capabilities for overseas custome rs. Our sales and service network covers over 100
customers across the PRC, Japan, South Korea, Europe, the SEA and other regions. We are
committed to providing comprehensive sales an d customer support services from pre-sales
communication, product customisation to post-d elivery assistance in a professional and timely
manner.
The lithium-ion battery industry is currently tr ansitioning to next-generation products that
feature high safety, high energy density, fast charging and other advanced characteristics. This
transition raises the performance requirements fo r lithium-ion battery separators and presents new
opportunities for technological innovations and product upgrades. Leveraging our strong R&D
capabilities and extensive technol ogical expertise, we have made sign ificant progress in developing
next-generation lithium-ion battery separator p roducts. We have successfully created a series of
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high-performance separators wi th high safety and high energy den sity. For instance, our latest
coated separator products offer high temperature resistance, high strength and fast wettability,
effectively slowing heat transfer and providing essential support for ba ttery safety. These new
products enhance the overall performance and lifespan of lithium-ion batteries by improving safety,
energy density and charging speed.
We have a comprehensive and optimised product portfolio that covers comprehensive demand of
downstream lithium-ion battery customers in various scenarios
We are a R&D-driven advanced materials enterprise, dedicated to the continual technological
innovation and enhancement of separator products for the evolving lithium-ion battery market. Our
comprehensive product portfolio excels in key per formance metrics such as thickness, porosity,
thermal shrinkage, breathability and puncture stre ngth, consistently meeting high international
standards. Our offerings span a wide range of batte ry separator products, including dry process
separators, wet process se parators and coated separators, desi gned for diverse applications such as
transportation vehicles, energy storage facilitie s, consumer electronics and industrial machinery.
. Dry process separator . According to Frost & Sullivan, we are the first domestic enterprise
to master the dry process uniaxial stretchin g technology and to achieve mass production
of dry lithium-ion battery separators. We focus on key process innovation to improve
thinness, width and consistency, thus promoting the comprehensive upgrade of dry
process separators in terms of energy density, consistency and cost and meeting the
requirements in diversified scenarios, such as EV batteries and energy storage.
. Wet process separator . We have focused on advancing wet process separator technologies,
achieving significant breakthroughs in the production of ultra-thin and wide-format
battery separators as well as scenario-based customisation, which enhance battery energy
density without compromising safety. Our inn ovative wide-format production line design
has significantly increased production efficiency and delivered greater economies of scale.
. Coated separator . We are one of the earliest lithium-i on battery separator manufacturers
in Chinese Mainland to adopt coating film ma nufacturing processes, according to Frost
and Sullivan. By utilising diverse material systems and composite functional coating
designs, we have achieved synergistic impro vements in thermal stability, wettability and
mechanical strength of lithiu m-ion battery separators. We have mass-produced several
high-performance coated separator products, meeting the performance requirements of
next-generation lithium-ion products for high safety, high energy density and fast
charging.
Building on our extensive expertise in lithium-ion battery separator technology, we have
adopted a portfolio of solid-state electrolyte membranes and other functional membranes that spans
various scenarios. Our goal is to provide advanced material solutions that support the development
of key industries, including green energy and semiconductors.
. Solid-state battery. We launched LATP-coated separators in August 2025. Our
PEO-coated separators and gel electrolyt e composite separators currently under
development are suitable for use in semi-solid -state batteries and are already capable of
large-scale production. In developing so lid-state electrolyte membranes, we employ
integrated moulding technolo gy that combines a fibre framework with solid electrolytes.
This approach delivers membranes with high me chanical strength, excellent lithium-ion
conductivity and low interfacial impedance.
. Other functional membrane . We utilise our technology ad vantages and accumulated
know-hows to actively explore other func tional membranes, such as heat exchange
membranes, waterproof and breathable mem branes and water treatment membranes. We
believe that our future sales of functional me mbranes will facilitate the diversification of
our product portfolio.
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We have established a three-pronged innovation ecosystem, enabling us to maintain our R&D
capabilities, generate numerous high-quality research outcomes and build extensive technological
reserves
To drive ongoing innovation and development, we have created a robust three-pronged
innovation ecosystem. This ecosystem consists of a strong internal research and development
mechanism, a team of cross-disci plinary technical experts and a s trategic platform that fosters
collaboration between industry, academia and re search institutions. We have cultivated core
strengths in raw material formulation, rapid f ormula adjustment and a dvanced microporosity
forming technology. In additio n, we have developed a comprehe nsive engineering technology
development pipeline, mastering both key manufacturing processes and production equipment for
separator production. This approach has laid a solid technological foundation for the research and
development of next-generation battery se parators and new func tional membranes.
Building on our independent research and development, we have established an
multi-dimensional system for separator inno vation, fully leveraging resources from various
partners to continuously impro ve our technological capabilit ies. We have founded several
in-house R&D platforms, such as the National- Local Joint Engineering Research Centre for
High-End Lithium-ion Battery Separator Prepa ration and Testing Technology, with a focus on
separator materials, process technology, pro duction equipment and e nd-use applications.
As at 31 December 2025, we have established a multidisciplinary R&D team of 699 members
specialised in fields of materials science, po lymer chemistry, mechanical automation and
electrochemistry. Our R&D personnel make up approximately 13.7% of our total employees.
Furthermore, we have set up R&D centres in Southe rn China (Shenzhen), Eastern China (Nantong),
Japan (Osaka) and Europe (Sweden), integrating g lobal R&D talent by combin ing regional industry
and academic strengths. This R&D network integ rates global R&D resources such as material
innovation in Japan, equipment design in Europ e and industrialization efficiency in Chinese
Mainland, enabling us to efficiently respo nd to differentiated market demands.
We carry out industry-academia-research cooperation with Sichuan University, jointly
establish a ‘‘Postdoctoral Innovation Practice Base’’ with South China University of Technology,
and conduct equipment, process, technology development and talent nurturing work in respect of
high-performance lithium-ion battery separators and various functional membranes with Tsinghua
University, Huazhong University of Science and Technology and other universities and research
institutes.
We are one of the few enterprises in the industry with independent equipment research and design
capabilities
The separator industry is capital-, technology- and asset-intensive, with complex
manufacturing processes that demand highly spe cialised equipment. Unlike general membrane
processing, separator equipment must be customised to our specific process requirements. We are
one of the few companies in the lithium-ion battery separator industry with independent research,
design and development capabilities for key m anufacturing equipment. Through years of
independent R&D, we have mastered the design and engineering of core separator production
machinery, including raw material handling, extru sion, casting, stretchin g, extraction, recovery,
slitting and coating systems. All key equipment is either developed in-house or tailor-made to our
specifications, ensuring optimal integration with our processes and meeting exacting quality
standards. We regularly upgrade our manufacturing lines to enhance quality and efficiency in line
with market needs. For details, see ‘‘— Equipment and Machinery .’’
We believe our self-developed production lines o ffer a significant competitive advantage in cost
efficiency. In August 2023, we launched the world’s first fifth-generation super wet process
production line, featuring an equipment width o f over eight metres and an annual production
capacity of 250 million square metres. This represen ts more than double the single-line capacity of
our previous fourth-generation wet process line, establishing a new industry benchmark for
production efficiency and creating a substantial competitive barrier. The latest generation of
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manufacturing equipment inco rporates major advancements i n automation and intelligence,
introducing the industry’s first smart manufactu ring system 2.0 platform. This system integrates
the Warehouse Management System (WMS), Warehouse Control System (WCS) and Manufacturing
Execution System (MES) to enab le real-time monitoring, proce ss inspection and assignment of
unique identifiers to each product, ensuring full t raceability and consistently high product quality.
According to Frost & Sullivan, our fifth-generatio n super wet process line also achieves ultra-low
emissions and ultra-high recovery rates, setting new s tandards for quality, efficiency, intelligence and
low-carbon operation.
Meanwhile, we have upgraded our dry process separator production lines to the sixth
generation, increasing efficiency by 40% compared to the previous generation. We have successfully
achieved a high level of domestic manufacturing c apability for dry process separator production
equipment, thereby advancing localisation withi n the separator industry. During the Track Record
Period, continuous process optimisation and t echnological improvements have significantly
enhanced the capacity of both our dry and wet process production lines, resulting in lower unit
production costs. Leveraging our technology, customer relationships, equipment and cost
management, we achieved satisfactory gross pr ofit margins during the Track Record Period. We
believe that independent equipment R&D capabilit ies differentiate us from our peers and lay the
foundation for our long-term growth.
Our production and R&D network lay the foundation for our services to overseas customers
As at the Latest Practicable Date, our manu facturing bases that have commenced mass
production are all located in Chinese Mainland, namely Hefei, Changzhou, Nantong, Jiangsu and
Foshan manufacturing bases. We believe we have seized the market opportunities brought by the
rapid development of the lithium-ion battery separator industry and actively expanded our
production capacities and developed middle- and high-end products, which allowed us to enhance
our international presence. Each of our manufacturing bases that have commenced mass production
achieved a utilisation rate of over 80% in 2024. We p lan to further expand ou r production capacity
through our new manufacturing base in Sweden, Malaysia and the U.S. which are under
construction and will gradually become operatio nal to meet customers’ orders in the overseas
markets.
Through streamlined production , management and quality control systems, we are able to
control costs and ensure stable supply and product quality. We have implemented a ‘‘make-to-order’’
production approach and developed the ISO production process management control system to
process customer orders efficiently. We believe in our ability to accurately identify customer needs
and market opportunities, as our production planning, raw material procurement, manufacturing,
storage, quality control, delivery and related pro cesses enable us to meet the diverse requirements of
our clients. We regard product quality control as a key part of production management, in particular
safety performances as it is fundamental to our brand recognition. The quality of our products is
well regarded in the overseas markets. We have b een recognised as an ‘‘Excellent Partner’’ and
‘‘Excellent Quality Partner’’ by LG Energy Solution, and as ‘‘Best Strategic Partner’’ by Sunwoda. In
2023, we also received the ‘‘Excellent Quality Awa rd’’ from EVE Energy and the ‘‘Excellent Supply
Award’’ from Gotion High-tech.
Our R&D centres and manufacturing bases operate in close synergy to drive innovation and
maintain competitiveness across our product lines. For example, the Membrane Technology
Research Institute in Shenzhen is responsible fo r the implementation of a nnual plans for product
and technological advancements across our research institutions and manufacturing bases.
Meanwhile, our Equipment Centre in Shenzhen provides technical support to manufacturing bases
through technical improvement an d equipment-related management . Our Eastern China Technology
Research Institute in Nantong assists Eastern Chin ese manufacturing bases by providing technical
services and helping transition innovations from pilot stage to mass production. Internationally, our
R&D centres in Japan and Sweden develop advanced membrane technologies, supporting our
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manufacturing needs. In summary, our R&D centres act as both the innovation engine and technical
backbone for our manufacturing operations, cont inuously converting cutting-edge research into
scalable, high-quality products for our customers.
The graph below demonstrates the network of our manufacturing bases and R&D centres.
Our Manufacturing Bases and
R&D Centres
Headquartered in Shenzhen, Guangdong Province
8 Manufacturing Bases and 4 Global R&D Centres
Sweden
Manufacturing
Base & Senior
Europe
Research
Institute
Hefei Senior
Malaysian
Manufacturing
Base
Foshan Senior &
Southern China Research Centre
Changzhou Senior/
Jiangsu Senior/Nantong Senior &
Eastern China Research Institute
Japan Osaka
Research Institute
U.S.
Manufacturing
Base
Manufacturing bases in operation
Manufacturing bases under construction
Separator is one of the key components of lithium-ion batteries and capable of enhancing the
performance of lithium-ion batteries in many aspects including energy density, lifespan,
environmental friendliness and safety. Lithium -ion battery manufacturers, both domestic and
foreign, are very meticulous when it comes to se lecting their separator suppliers. They often
undertake stringent certification processes to e valuate functionality, performance and other
technical parameters, as well as the overall qua lity control of the products. Lithium-ion battery
manufacturers typically require a one- to two-year certification p eriod for separator suppliers to
ensure quality and stability. Due to the high costs of c ertification, lithium-ion battery manufacturers
are unlikely to replace separator suppliers upon forming a close partnership with them.
We leverage our technology and diverse produc t portfolio to maintain our pivotal role in the
lithium-ion battery supply chain both domestica lly and overseas. According to Frost and Sullivan,
we are one of the few lithium-ion battery separator companies that supply to all of the world’s top
ten lithium-ion battery manufacturers and we have established long-term cooperative relationships
with them.
Our customers include over 100 lithium-ion ba ttery customers. Domestically, our primary
customers include well-known battery manufacturers such as CATL, BYD, CALB, Gotion
High-tech, Sunwoda and EVE Energy; in the ove rseas market, our products are supplied to
top-tier manufacturers such as LG Energy Sol ution, Samsung SDI, AESC, Murata, SK On and
SAFT.
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We are committed to continuously deepening our global development strategy and vigorously
expanding our overseas customer base. Our lithium -ion battery separator pro ducts generally enjoy
higher profitability in overseas markets than in the domestic market. As the first lithium-ion battery
separator manufacturers in Chinese Mainland to a chieve mass export to the overseas markets, we
believe we enjoy a first-mover advantage internati onally. Benefiting from this, and as our overseas
manufacturing bases commence operations, our revenue from overseas sales is expected to grow at a
rapid pace, further enhancing our profitability.
We have an experienced and visionary management team and have established a robust talent incentive
mechanism to promote sustainable development
Our founder, Prof. Chen Xiufeng, is a leading figure in the lithium-ion battery separator
industry with both a strategic vision and 20 yea rs of industry experience. Prof. Chen holds a
bachelor’s degree in engineer i n gf r o mH u a z h o n gU n i v e r s i t yof Science and Technology. He has
accumulated profound industry experience and an excellent reputation in the lithium-ion battery
separator sector. He currently serves as the execu tive vice president of Shenzhen Polymer Industry
Association, vice president of the third session s of the Council of Shenzhen Quality City Promotion
Association, vice president of Guang Ming Gene ral Chamber of Commerce, etc. He previously
served as the executive vice president of Shenzhen Sichuan Chengdu Chamber of Commerce to
develop an industry resource network for the in-depth integration of industry, academia and
research. His cross-disciplinar y leadership and academic background provide us with strategic
guidance to grasp the strategic direction of lithi um-ion battery separator technology and explore
cutting-edge sectors, such as solid electrolyte composite separators.
We have an experienced management, marketing and R&D team. Most of our management
personnel possess years of work experience in and a deep understanding of the separator industry.
Our core management adopts an open management approach and we continue to expand and
improve our core team according to our development needs through various channels, such as
internal training and external recruitment, so as to continuously optimise the knowledge and age
demographics of our talent team.
Meanwhile, in order to maintain the stability and further strengthen our management team, we
have implemented comprehensive performance ma nagement and equity incentives for our senior
management and key business personnel to encour age our operation and management team to boost
our operating performance and suppor t our ongoing and rapid development.
OUR GROWTH STRATEGIES
Continue to invest in the R&D of key technologies for lithium-ion battery separator products,
production equipment, raw material, solid-state battery membranes and other functional membranes
We will further invest in battery separator R&D and technological innovations. At the same
time, we will promote advances in solid-state batte ry membranes and other functional membranes,
progressing towards a better enterprise in the research, development and manufacturing of polymer
functional membranes.
In the lithium-ion battery separator sector, we focus on meeting the core requirements of
next-generation batteries with high energy density, enhanced safety, rapid charging and cost
efficiency. Our primary strategy centres on the u se of thin base membranes, diverse specialised
coatings, advanced equipment and a robust local supply chain. This integrated approach is designed
to create comprehensive technical barriers spa nning products, equipment and raw materials.
Specifically:
. Product innovation . We are dedicated to enhancing both our dry process and wet process
separators, with a particular focus on developi ng ultra-high-strength base membranes and
broadening our coating portfolio. This inclu des high heat resistance coatings, aqueous
high adhesion coatings, fluorine-free coatin gs and high-performance specialty coatings.
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These advancements will expand the applicat ion scenarios for our lithium-ion battery
separator products, offering global customers solutions that improve energy density,
lifecycle and overall safety.
. Equipment advancement . We will continue upgrading our production lines to increase their
width, speed, intelligence and environmenta l friendliness. By integrating artificial
intelligence technology, we aim to furthe r promote intelligent manufacturing and
establish strong technical b arriers. Leveraging our cap abilities in smart separator
manufacturing, we will further strengthen our advantages in product quality and
production efficiency.
. Raw material development . We will promote collaboration among industry, academia and
research institutions to advance the localised production of high-quality raw materials,
enriching our material variety and reducing costs. At our overseas manufacturing bases,
we will work closely with customers to accelerate the adoption of local raw materials and
develop local supply capacities, thereby lowering transport costs and enhancing supply
chain resilience.
. Solid-state battery innovation . We are committed to developing core technologies for
semi-solid-state electrolyte separators and solid-state battery electrolyte membranes. By
collaborating across the supply chain, w e aim to jointly drive the development of
cutting-edge technologies and products. W ith our advancing R&D ability and existing
manufacturing equipment we are prepared for mass production of our oxide and polymer
solid electrolyte membranes and are actively ad vancing related product industrialisation.
For other functional membranes, our strategy of ‘ ‘in-depth technology + diverse application’’
builds on our expertise in the lithium-ion battery separator sector to expand into sectors such as
water treatment membranes and heat exchange membranes. We have comp leted the technical
feasibility demonstration and prototype developm ent in several new areas. Moving forward, we will
increase investment to accelerate breakthroughs in core technologies, such as membrane structure
design and surface modification, and drive the industrialisation and broad application of these
products. Our goal is to build a global ecosystem for functional membranes, covering a wide range of
sectors including new energy, ener gy saving, environmental protection and medical and healthcare
industries.
Strengthen our relationships with existing cu stomers, accelerate overseas market expansion and
actively pursue new customers worldwide
We will continue to look for opportunities for strategic collaborations across the global
lithium-ion battery value chain, which we believe will bring us the opport unities for deepening
cooperation in technological innovation, produ ction capacity synergy, and market development.
These partnerships will enable us to provide com plementary technical support, jointly expand
market opportunities and share risks. For details, see ‘‘ Future Plans and Use of Proceeds — Use of
Proceeds .’’
. Technological innovation. We will work closely with our world-leading lithium-ion battery
customers on R&D initiatives, align with the ir requirements and participate in their
product innovation processes. This approach not only meets customer needs but also
drives continuous upgrades and technical advancements in our products.
. Production capacity synergy. We plan to establish manufacturing bases overseas,
achieving localised manufacturing both dom estically and overseas. This will better fulfil
downstream customers’ requirements for a larger production footprint.
. Market development. We aim to expand downstream applications by exporting our
technical standards and leveraging our produ c t i o nc a p a c i t y ,w o r k i n gh a n di nh a n dw i t h
customers to open new market opportunities.
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We remain committed to an international developm ent strategy. Seizing opportunities from the
rapidly growing NEV industry, we will step up efforts to acquire overseas customers and further
deepen strategic partnerships wit h leading international lithium-ion battery manufacturers. At the
same time, we will enhance our local service capa bilities to better serve overseas markets and
increase our global market share.
Actively seize opportunities in the new energy industry to further implement our global strategies and
develop global operating capabilities
We are committed to expanding both our domestic a nd international production capacity, with
a particular focus on key projects such as the Sweden manufacturing base with wet process and
coated separator production lines, the Malaysia ma nufacturing base focusing on high-performance
wet process separator and coated separator production and the U.S . manufacturing base dedicating
to the production of multi-coated separator products. The successful execution of these projects will
significantly boost our production capacity wor ldwide, establishing us as a specialised leader in
lithium-ion battery separator research, development, and production, with comprehensive supply
capabilities and advanced technologies.
Our ‘‘international R&D strategy’’ places the Shenzhen headquarters at the centre of our global
innovation efforts while rein forcing overseas R&D centres to form a network with localised
strengths. We have set up R&D centres in Southern China (Shenzhen), Eastern China (Nantong),
Osaka (Japan) and Sweden to create a globally interconnected R&D platform, enhancing resource
integration and collaborative innovation worldwide.
To build core competitiveness, we are deepening our global talent development strategy by
recruiting and cultivating R&D as well as sales p rofessionals. In R&D, we target top-tier talent in
advanced sectors such as new materials to strengthe n our technical innovation capabilities. On the
commercial front, we plan to attract and nurture local sales experts experienced in international
business, establishing a solid overseas sales net work. Additionally, we p lan to hire experienced
international management personnel, integrating global management best practices into our local
operations. Effective human resource allocation not only ensures the efficient running of our
overseas branches but also fosters localised produc t and service innovation, supporting our ability to
serve international customers and deliver on our global development strategy.
Actively expand our semiconductor materials business and explore opportunities within the industry,
insist on ‘‘new energy + semiconductors’’ policy to create a second growth curve
Over the years, we have remained dedicated to foundational technology research, product
development and the advancement of equipment for lithium-ion battery separators and functional
membranes. Through continuous innovation, we have mastered key manufacturing processes and
are among the few companies in t he industry with independent equipment research and design
capabilities, according to Fores t and Sullivan. Our commitment to technological innovation and
market expansion is reflected in our increasing i nvestment in R&D from RMB242.5 million in 2023
to RMB278.4 million in 2025.
Our planned expansion into the semiconductor materials sector is an extension of our existing
expertise in advanced materials, pa rticularly those supporting the lithium-ion battery industry. See
‘‘— Our Core Technologies’’. We believe that we are well positioned to support the new business line
considering the following factors. First, our robust R&D infrastructure, including proven experience
and in-house experts in polymer chemistry and membrane science, provides a strong foundation to
support this diversification; where new expertise is required, we can readily expand its R&D team.
Second, our in-house equipment design capabilit ies allow for tailored machinery development,
ensuring flexibility and speed in adapting to semiconductor sector needs. Many existing production
lines, originally used for high-precision memb rane fabrication, can be reconfigured for
semiconductor material manufacturing, reducin g significant new investment and enabling faster
deployment. Third, there is considerable overlap in raw materials and core processing technologies,
supporting knowledge transfer and operational efficiency. Fourth, our established global customer
relationships, including with companies alread y operating in or adjacent to the semiconductor
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industry, open up valuable pathways to potential customers in the new sector. Finally, our rigorous
quality control systems and experience in meeting international standards align well with the
requirements of the semiconductor industry, allo wing for a smooth expansion into this business.
In the semiconductor materials sector, we are dev eloping high-purity ceramic materials such as
aluminium oxide, silicon dioxide and boehmite, which have applications in thermoelectric
semiconductors, ceramic boards and quartz components. With the growing global demand for
intelligent and automated equipment , these semiconductor materials a re increasingly used in critical
industries including consumer e lectronics, medical devices, automotive manufacturing and new
energy.
As the first and one of the few companies in Chi nese Mainland with capabilities in all three
types of lithium-ion battery separator product ion technologies, we bring more than 20 years of
technological expertise to the new energy material s industry. We consistently prioritise innovation
and market growth, closely aligning our efforts with industry trends and our strategic objectives. To
this end, we actively leverage top-tier resour ces in the semiconductor materials sector and
collaborate strategically with leading dom estic and internatio nal manufacturers.
Looking ahead, we will accelerate the conversion of technological achievements into industrial
production and enhance our manufacturing capacity, pursuing synergistic improvements in both
innovation and industrial value. We believe these a ctions will help us secure a first-mover advantage
in the domestic semiconductor materials sector and further elevate our development to new heights.
OUR CRITICAL ROLE IN THE BATTERY VALUE CHAIN
We are a competitive company in the R&D, man ufacturing and sales of lithium-ion battery
separator. Separator is one of the core components of lithium-ion battery with the function of
preventing physical contact between electrodes wh ile serving as the electroly te reservoir to enable
ionic transport. Battery separators are crucial to the batteries not only because they prevent short
circuits, but they also act as a safety measure tha t shuts off the flow of lithium-ions to prevent the
battery overheating and explosions. Consequently, battery separators have a direct impact on the
quality, safety and production cost of lithium-ion batteries.
The flowchart below illustrates the critical role ba ttery separator plays in the entire lithium-ion
battery value chain:
Upstream
Raw Material and Equipment
Thermal plastics
(such as PP and PE)
Additives
...
...
Separator
Cathodes
Anodes
Electrolyte Transportation Vehicles
Energy Storage Facilities
Industrial Machinery
Consumer Electronics
Dry process Separator
Wet process Separator
Coated Separator
Battery Pack Applications
Midstream
Manufactures of Battery
Separator
Downstream
. Upstream : Major upstream suppliers in the batte ry separator industry encompass raw
material suppliers and equipment manufacturers. Raw material suppliers provide
materials such as thermal plastics, addit ives, packaging and auxiliary production
materials, while the equipment supplie rs provide machineries and tools.
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. Midstream : Battery separator manufacturers at th e midstream offer dry, wet and coated
process separators that are suitable for di fferent applications. The leading battery
separator manufacturers th at have in-house design capab ility generally design key
production equipment for both dry and wet process separators that is highly compatible
with their proprietary production techni ques, which will enable them to produce
high-quality separators with high level of precision and production efficiency.
. Downstream : The battery separators are applicable to lithium-ion batteries for a wide
range of application scenarios, including transportation vehicles, industrial machinery,
energy storage facilities and consumer electronics, etc.
We pride ourselves on being a reliable partner to other players in the lithium-ion battery value
chain. Given the essential role of battery separa tors in the lithium-ion battery, the downstream
lithium-ion battery manufacturers place great emp hasis on the selection of suppliers of separators.
A st h ef i r s tC h i n e s ee n t e r p r i s ee n g a g e di nt h er e search and manufacturing of lithium-ion battery
separators according to Frost and Sullivan, and w ith more than 20 years of industry experience, we
believe we have become a lithium-ion battery separator manufacturer with strong brand recognition
in the industry. Being the first manufacturers in C hinese Mainland to lead mass export of lithium-ion
battery separators according to the same source, w e have established relationships with global key
players in the lithium-ion battery value chain. Our key customers are primarily leading domestic and
overseas lithium-ion battery manufacturers, including LG Energy Solution, Samsung SDI, AESC,
Murata, SK On, SAFT, CATL, BYD, Gotion High-tech, CALB, EVE Energy and Sunwoda.
OUR PRODUCTS
We are primarily engaged in the R&D, manufac turing and sales of lithium-ion battery
separator which is an indispensable and core comp onent of lithium-ion batteries. During the Track
Record Period, we offer our customers a comprehensive product portfolio of lithium-ion batteries
separators that are designed and manufactured in-house, which primar ily include dry process
separators, wet process separa tors and coated separators.
With more than 20 years of specialisation in the lithium-ion battery industry, our team has
accumulated extensive R&D, design and manufacturing expertise, which has empowered us to
pioneer in lithium-ion battery separator manufactu rer industry. Through continuous innovation and
optimization, we are the first company in Chinese Mainland with the production technologies of
lithium-ion battery separators and the first in Ch inese Mainland to possess the dry process, wet
process and coating process techniques for producing lithium-ion battery separators. We focus on
the improvement of process engineering, manufacturing technology and quality control, while
maintaining a dynamic R&D system that features continuously enhancing R&D platform and active
international R&D collaborations. According to Frost & Sullivan, our lithium-ion battery separator
shipment volume ranked second globally for the last six years consecutively, with our global market
share increasing from 11.0% in 2020 to 11.6% in 2025.
In terms of our services, we have built a specialised technical service network for our customers.
Bringing together scientists in R&D, manufac turing and applications of lithium-ion battery
separators and experts in quality control and ele ctrochemistry, we have established a one-stop
technical support for our customers, offering step -by-step guidance from pre-sales consultation to
product customisation and to post-delivery product services.
Working Principle and Applic ations of Battery Separators
We offer our customers a comprehensive produ ct portfolio of lithium-ion battery separators.
Separator is one of the core components of lithium-ion battery with the function of preventing
physical contact between electrodes while serv ing as the electrolyte reservoir to enable ionic
transport. It directly affects the quality, safe ty and production cost of a lithium-ion battery.
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A separator is located between the positively charged anode and negatively charged cathode
inside batteries. It is generally made of microporous membrane which enables lithium-ion to
efficiently flow via the electrolyte while separa ting positive and negative electrodes to prevent
internal short circuits. When the separator becomes wetting by the electrolyte, it acts as a catalyst
that increases the movement of ions from the cathode to the anode when the battery is being charged
and from the anode to the cathode when the battery is being discharged. Ho wever, when battery is
abnormally overheated and reach es the separator’s melting point, it shuts down to prevent short
circuits. The melting and viscous flow of the poly mer, which is the primary material of a separator,
results in a shutdown to close the micropores in t he separator, thus slowing down the ion flow
between the electrodes and stopping the battery’s operations. If the internal temperature of an
overheated battery further increases and approache s the separator’s melting point, a heat shrinkage
of the separator would cause the anode and catho de in the battery to come into direct contact,
resulting in a short circuit. Thus, compression re sistance and thermal stability of the separator,
which directly affects the safety and quality of the battery, is highly dependent on the separator’s
ability to shut down as well as its thermal shrinkage rate when melting point is reached, which varies
in different products.
The graph below demonstrates the working principle of lithium-ion batteries and the role of
battery separators.
Current
Electron
Anode
Carbon
Negative tab
Electrolyte
Positive
electrode material
Separator
Negative
electrode
material
Positive tab
Insulation
sheet
Aluminium-
plastic
packaging
film
Cathode
LiCoO
2
Separator
Our separators are widely used in lithium-ion batteries for various transportation vehicles,
electrical energy storage facilities, consumer el ectronics such as smartphones, cameras and power
tools, and industrial machinery such as cranes and f orklifts. Our comprehensive product offerings
can meet the varied and specific demands of our customers, namely the lithium-ion battery
manufacturers, based on the end use of their batteries. With our diverse product offerings, we believe
we have established market leadership and brand recognitions under our ‘‘SENIOR 星源材質’’ brand
in the lithium-ion battery separator industry.
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The chart below demonstrates the specific applications of our lithium-ion battery separators.
Transportation Vehicles
Smartphone
Camera
Power Tool
Forklift
Automated Guided
Vehicle (AGV)
Port Crane
Wind Power
System
Solar Power
System
Home Energy
Storage
Electric Vehicle Aircraft Train Set
Energy Storage Facilities
Consumer
Electronics
Industrial
Machinery
Our Core Products
Our core product portfolio contains three major types of separators categorised by their
manufacturing techniques: dry process separato rs, wet process separators and coated separators.
Due to differences in manufacturing techniques, the three types of separators have distinctive
features that render them suitable for different applications. The table below sets forth certain
details of our core products.
Products Main Specifications Characteristics Applications
Dry Process
Separator
. Thickness: 3–40 μm
. Breathability: 120–150s
. Porosity: 30%–60%
. Puncture strength: 200+gf
. High melting point
temperature
. No shrinkage in transverse
direction
. Adjustable pore size, good
uniformity
Used in batteries for EVs,
electric bicycles, power tools,
digital devices and energy
storage
Wet Process
Separator
. Thickness: 3–25 μm
. Breathability: 70–500s
. Porosity: 30%–60%
. Puncture strength: 300+gf
. Diverse designs
. Uniform pore size
distribution
. Good permeability
. High porosity
. High strength
Used in batteries for EVs, power
tools and high-end digital
devices
Coated Separator
. Thickness: 5–25 μm
. Breathability: 100–400s
. Porosity: 30%–60%
. Puncture strength: 400+gf
. High thermal stability
. Improved electrolyte
. Wettability
. High electrochemical
stability
. Low impedance
. Customizable coating
morphology
Used in power, digital and
energy storage batteries with
higher safety requirements
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Dry Process Separators
Our dry process separators typically have a thickness range of 3 *40μm, a breathability of
120–150s and a porosity range of 30%–60% and a puncture strength of 200gf or above based on the
thinnest specification. Dry process separat ors typically have a high melting point at 160 *175°Ca n d
a less than 5% horizontal thermal shrinkage rate at 120 °C. The high shutdown and melting points
and low thermal shrinkage rate give our dry process s eparators strong anti-oxidation resistance and
high thermal stability, and therefo re excellent safety performance.
O u rd r yp r o c e s ss e p a r a t o r sa r ep a r t i c u l a r l ys u i t a ble for batteries with high safety requirements,
such as lithium iron phosphate (LFP) batteries that are primarily used in electrical energy storage
and NEVs, and lithium cobalt batteries used in consumer electronics.
Wet Process Separators
Our wet process separators typically have a thickness range of 3 *25μm, a breathability of
70–500s and a porosity range of 30%–60% and a puncture strength of 300gf or above based on the
thinnest specification. Our we t process separators typically have a shutdown temperature at
130–155 °C ,am e l t i n gp o i n ta t1 3 5°C and a less than 5% horizontal thermal shrinkage rate at 105 °C.
Our wet process separators typically have a unifo rm pore size and even pore distribution, which is
critical to allow a uniform ion current throughout the battery. Such properties allow our wet process
separators to possess ideal thickness, chemical st ability, tensile strength and permeability, which
promote the travel of ion throughout the battery. As a result, the use of our wet process separators in
lithium-ion batteries serves to improve the absorpt ion and retention of electrolytes and thus the
charge-discharge cycle of batteries.
Our wet process separators are more suitable fo r batteries which require high energy density,
such as ternary lithium-ion batteries that are pri marily used in high-end consumer electronics and
NEVs.
Coated Separators
Coated separators are produced by applying our coating techniques to both dry and wet
process separators as the base films. Our coated separators typically have a coated thickness range of
5*25μm, a breathability of 100–400s and a porosity range of 30%–60% and a puncture strength of
400gf or above based on the thinnest specification. By applying coating materials such as ceramic
alumina and PVDF adhesive to one or both sides of the base film produced through the dry or wet
process, the coating process can significantly incre ase the thermal stability, an ti-oxidation, adhesion
and safety of the base film and thus improve the per formance and safety features of the batteries.
Coating process is currently more widely applie d to base film produced through the wet process in
order to better cater to the requirements of batte ry manufacturers for higher energy density and
safety requirement to meet an expectation for inc reasingly long battery life and improved safety at
t h es a m et i m e .
We have mass-produced several high-performance coated separator products, including
nanofibre coated separators, PI coated separa tors and aramid coated separators, meeting the
performance requirements of next-generation lithium-ion battery product with high safety, high
energy density and fast charging. Our coated sepa rators are thus more suitable for batteries which
require higher safety and longer life cycle, such a s ternary lithium-ion batteries that are primarily
used in EVs.
We have seized the market opportunities in the lithium-ion battery industry and achieved rapid
business growth with lithium-ion battery separa tor sales, with a sales volume of 4,664.7 million
square metres in 2025 at a CAGR of 25.4% from 2023 to 2025. For the years ended 31 December
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2023, 2024 and 2025, our revenue was RMB2,981.9 million, RMB3 ,506.2 million and RMB4,076.8
million, respectively, represent ing a CAGR of 16.9% from 2023 to 2025. The table below sets forth
the breakdown of the revenue by product category for the periods indicated.
Year ended 31 December
2023 2024 2025
RMB’000 % RMB’000 % RMB’000 %
Coated separators . . . . . . . . . . . . . . . 1,837,029 61.6 2,541,055 72.5 3,017,028 74.0
Wet process separators . . . . . . . . . . . 469,107 15.7 495,103 14.1 593,228 14.6
Dry process separators . . . . . . . . . . . 675,727 22.7 469,995 13.4 466,589 11.4
Total ........................ 2,981,863 100.0 3,506,153 100.0 4,076,845 100.0
The table below sets forth the breakdown of the sales volume and average selling price by
product category for the periods indicated:
Year ended 31 December
2023 2024 2025
Revenue
Sales
volume
Average
selling
price Revenue
Sales
volume
Average
selling
price Revenue
Sales
volume
Average
selling
price
thousand
m2
RMB
per m 2
thousand
m2
RMB
per m 2
thousand
m2
RMB
per m 2
C o a t e dS e p a r a t o r s........ 1 , 837,029 890,429 2.06 2,541,055 2,032,61 2 1.25 3,017,028 2,557,598 1.18
W e tP r o c e s sS e p a r a t o r s ..... 469,107 443,937 1.06 495,103 610,979 0.81 593,228 828,981 0.72
D r yP r o c e s sS e p a r a t o r s ..... 675,727 1,194,164 0.57 469,995 1,342, 354 0.35 466,589 1,278,077 0.37
Total ................. 2,981,863 2,528,530 1.18 3,506,153 3,985,945 0.88 4,076,845 4,664,656 0.87
In 2025, we accounted for a market share of app roximately 21.5%, and ranked first in the
global dry process battery separator market. At th e same year, we also ranked fourth in the global
wet process battery separator market, accounti ng for a market share of approximately 9.0%.
OUR CORE TECHNOLOGIES
According to Frost & Sullivan, we are the fi rst and one of the few enterprises in Chinese
Mainland with capabilities in all three types of lithium-ion battery separator production
technologies, namely dry process, wet process a n dc o a t e dp r o c e s ss e p arators. With in-house
experts across various disciplines, we have indepen dently developed a series of key technologies in
relation to the manufacturing of lithium-ion batte ry separators, such as the microporosity forming
technology, nanofibre coating t echnology. Utilising the core tech nologies that we developed, we
have also designed key manufacturing equipment in-house.
We have also developed key solid-s tate battery technologies, inc luding solid-state electrolyte
membranes and semi-solid-state electrolyte separat ors. Using these advancements, we have achieved
significant progress in both areas.
We are leveraging our expertise in battery sepa rators to expand into fu nctional membranes,
making advances in heat exchange, waterproof and breathable, and water treatment membranes.
Lithium-ion Battery Separator Technologies
Microporosity Forming Technology
Producing lithium-ion battery separators involv es forming a microporous structure, which is
crucial for lithium-ion movement between the cathode and anode. Key characteristics include pore
size, distribution and porosity, with smaller, more uniform pores enhancing production yield and
quality. Forming a microporous structure requires complex, nanoscale microporosity forming
techniques. Our proprietary technology allows us to accurately adjust and control the tensile
strength and dimensional stability of separators, thereby producing se parators with appropriate pore
size, pore distribution and porosity.
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When producing dry process separators for lithium-ion batteries, uniaxial stretching is used to
create a microporous structure by stretching a precursor film in one direction. We are the first
Chinese company to master the dry process uniaxial stretching technology and thus become the first
domestic enterprise to achieve mass production of dry process separators, breaking the monopoly of
overseas enterprises. Our corre sponding research result won the First Prize of State Science and
Technology Progress Award in 2024 and the First Prize of Science and Technology Progress of
Ministry of Education ( 教育部科技進步一等獎) in 2023. It was also certified as International
Leading Level Technological Achievement by Sichuan Institute of Scientific and Technological
Information ( 四川省科學技術信息研究所). With this proprietary technology, our dry process
separators feature a high melting point of 160–175 °C and minimal thermal shrinkage of less than
5% at 120 °C, providing excellent thermal stability and st rong anti-oxidation resistance for enhanced
safety. Currently, our dry process separator produ ction lines are in the process of being upgraded to
the sixth-generation production line, representi ng an increase of 40% in efficiency compared to the
previous generation, surpassing that of most comp etitors, which typically achieve 15 to 25% gains in
output per upgrade cycle.
We first acquired the techniques of producing wet process separators in 2006 and realised mass
production of wet process lithium-ion battery separators in 2014. Over the years, we focused on
upgrading the wet process separators, with brea kthroughs in production of ultra-thin and wide
battery separators. We kept invest ing in the advanced technology of ultra-thin and high-strength
battery separators, which enhances battery energy density while ma intaining safety performance.
Our relevant research project was awarded Sec ond Prize of Science and Technology Progress of
Guangdong Province ( 廣東省科技進步獎二等獎) and certified as the International Advanced Level
Scientific and Technological Achievement by Guangdong Materials Research Society ( 廣東省材料研
究学會). Leveraging our technology on wet process separ ators, our wet process products provide not
only excellent mechanical properties but also optima l charge-discharge cycles, ensuring reliable and
safe battery operation, with robust puncture strength, controlled por osity and specific breathability
ranges.
Nanofibre Coating Technology
The nanofibre coating t echnology utilises low-dimensi onal nanomaterials as composite
reinforcement materials, which are selecte d based on their general characteristics and
electrochemical performance. The resulting composite separator coating has a thickness of less
than one μm, with heat resistance exceeding 180 °C and a breakdown temperature higher than 180 °C,
which is significantly superior to current mainst ream coated separator p roducts and separator
coating technologies in terms of thermal stabilit y, mechanical strength and safety performance.
When applied to batteries, this technology enhan ces the gravimetric energy density by 1% and the
volumetric energy density by 0.5%. In a fully charged oven test at 200 °C, the battery’s thermal
runaway time increased from 600 seconds to 800 seconds, demonstrating substantial improvements
in both thermal safety and energy density, outperfo rming competing products in the industry, which
typically exhibit thermal runaway within 5 00 to 700 seconds under similar conditions.
Taking advantage of our advanced nanofibre coating technology, our nanofibre coated
separators offer high temperature resistance, high strength and fast wettability, effectively slowing
heat transfer and providing essential support fo r battery safety. These ne w products enhance the
overall performance and lifespan of lithium-ion batteries by improving safety, energy density and
charging speed. Our research project on high-performance nano-coated composite separators won
the First Prize of Technological Invention ( 科技發明獎一等獎) awarded by China Petroleum and
Chemical Industry Federation ( 中國石油和化學工業聯合會).
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Manufacturing Equipment Designed In-House
The manufacturing of separators, in particular the wet process separators, involves complex
production techniques and processes. Manufactur ing equipment for lithium-ion battery separators
must be both highly efficient and highly precise to meet the specifications of the customers and be
fully compatible with our production techniques and processes. As such, manufacturing equipment
must be tailored to the production techniques and processes for different types of separators.
Our R&D team is among one of the few companies in the industry that are capable of
researching and designing manufacturing equipm ent for both dry and wet process separators that is
highly compatible with our proprietary produc tion techniques. With respect to dry process, we
possess the key technologies for ext rusion equipment, casting equip ment and stretching equipment,
significantly advancing our local manufactur ing capabilities. With respect to wet process, we
participate in the customised design of the wet pr ocess equipment to ensure its compatibility with
our proprietary production technologies, so as to meet the high precision requirements of our
customers. In August 2023, we launched the wor ld’s first fifth-generation super wet process
production line, featuring width over eight metre s and an annual production capacity of 250 million
square metres. This achievement marks a more th an twofold increase in single-line capacity
compared to the fourth-generation wet proce ss line, setting a new industry benchmark for
production efficiency and creating a signific ant competitive advantage in equipment. See ‘‘ —
Manufacturing — Equipment and Machinery ’’ in this section for equipment details. Our in-house
designed manufacturing equipment enables us to p roduce high-quality separators with high level of
precision and production efficiency, while maki ng our production process more environmentally
friendly. We believe that our ind ependent equipment R&D capabilit ies differentiate us from our
peers and help mitigate the impact of the intense market competition.
Solid-State Battery Technologies
With the battery market shifting towards next-g eneration technologie s like solid-state and
semi-solid-state batteries, we are determined to seize this opportunity by investing in the R&D of
relevant membranes to upgrade our product portfolio and to stay ahead of market trends and
overcoming technical challenges to maintain our c ompetitive edge. Through rigorous R&D process,
we aim at offering advanced electrolyte separator s for semi-solid-state batteries and electrolyte
membranes for solid-state batteries, meeting the req uirements of high-end digital, power and energy
storage applications.
Semi-Solid-State Electrolyte Separator Technology
A semi-solid-state electrolyte separator is an imp ortant component in semi- solid-state batteries,
acting as an intermediate technolo gy between conventional liquid elect rolyte batteries and solid-state
batteries. Semi-solid-state electr olyte separators are produced using advanced composite coating and
integrated moulding technologies. Composite coat ing involves applying a semi-solid electrolyte onto
a separator substrate to enhance i onic conductivity and stability. Integrated moulding combines
fibre frameworks with solid electrolytes, resulting i n high strength, high lithium-ion conductivity and
low interfacial impedance. Semi-solid-state electr olyte separators are essential for semi-solid-state
batteries because they enhance safety by reducing the risk of leaks and fires associated with liquid
electrolytes. They also improve energy density, leading to more powerful and longer-lasting
batteries. Additionally, these separators offer better ionic conductivity and mechanical strength,
which boosts overall battery perf ormance and durability. They are cost-effective, utilising existing
lithium-ion battery manufacturing processes, and serve as a crucial bridge between current
lithium-ion batteries and future solid-state batte ries, facilitating techno logical advancements.
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Our semi-solid-state electrolyte se parators, with a thicknesses range of 3 ~20μm, are engineered
for high-performance EVs, drones and robots. These separators feature superior low-temperature
performance, enhanced safety profiles and low interface resistance, making them ideal for advanced
battery solutions. For example, our LATP electrolyte membrane demonstrates excellent
low-temperature performance, with an improveme nt of around 8% in low-temperature cycling at
–25°C as compared to current lithium-ion battery se parators, surpassing that of most separators,
which typically exhibit capacity retention losses exceeding 10 to 15% under the same conditions. Our
semi-solid-state electrolyte sepa rator products have been designed to fully integrate with existing
in-house manufacturing processes. No significant adjustments to ou r production lines or equipment
are required, which ensures efficient transition to full-scale production.
In future, we plan to offer LATP-coated, PEO-coa ted and gel electrolyte composite separators,
all of which are compatible with current semi-solid-state battery designs. We launched LATP-coated
s e p a r a t o r si nA u g u s t2 0 2 5a n dw ep l a nt ol a u n c hP E O - c o a t e ds e p a r a t o r sa n dg e le l e c t r o l y t e
composite separators by the end of 2026. Our pr oduction capabilities support large-scale
manufacturing, enabling a steady supply to meet growing industry demand. The table below sets
forth certain details of our semi-solid-state electrolyte separators.
Products Series Main Specifications Characteristics Applications Current Stage
LATP-coated
Separator
. Thickness: 7–15 μm
. Breathability:
90–250s
. Porosity: 38–60%
. Puncture strength:
50–80gf
. Ultra-thin and
lightweight
. Excellent heat resistance
. High energy density
. Excellent low- and
high-temperature
performance
. High cycling stability
. High safety
Batteries for EVs,
consumer
electronics, energy
storage facilities,
drones and
humanoid robots
Launched
PEO-coated
Separator
. Thickness: 9–14 μm
. Breathability:
1,000–20,000s
. Porosity (substrate):
35–50%
. Puncture strength:
>50gf
. Highly reducti ve resistant
. Compatible with
lithium-ion metal
interface
. 100% polymer-coated
surface, with high Gurley
value and low impedance
. High puncture safety
. Excellent
high-temperature cycling
Batteries for
high-safety home
energy storage
systems and
electric
two-wheelers
Capable of mass
production
Gel Electrolyte
Composite
Separator
. Thickness: 3–7 μm
. Breathability:
30–100s
. Porosity: 50–70%
. Puncture strength:
>30gf
. Combines ultra-thin
profile with high
mechanical strength
. Suitable for automated
mass assembly
. Excellent wettability
. C a nb em a d ef r o mh i g h e r
heat-resistant
polypropylene material
High-safety EV
batteries
Capable of mass
production
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Solid-State Electrolyte Membrane Technology
As a solid ionic conductor, solid-state electro lyte membrane is a key component in solid-state
batteries, replacing the liquid electrolytes typica lly found in conventional lithium-ion batteries. The
manufacturing of solid-state electrolyte mem brane mainly involves fibre nanofication and
pre-dispersion, solid electrolyte dispersion and g rinding, mixing pulping, wet integrated forming,
drying film formation, and other steps. Typically, w e use integrated moulding technology to combine
the fibre framework and solid electrolyte, which feat ures high strength, high lithium-ion conductivity
and low interfacial impedance. This addresse s the bottleneck issue in the production of the
solid-state electrolyte membrane — p oor contact between solid electrolytes and electrodes, leading to
slow kinetics, and chemo-mechanic al issues that cause contact loss or interphase form ation, reducing
efficiency. Solid-state electrolyte membranes pl ay a critical role in the advancement of solid-state
battery technologies, offering a range of import ant benefits. By replacing flammable liquid
electrolytes, they greatly improve safety, effectiv ely reducing the risks of l eakage and fire. Their
design allows for the use of lithium metal anodes, wh ich deliver significantly higher energy densities
than conventional graphite anodes. This contributes to the development of lighter, more powerful
batteries. In addition, these membranes provide sup erior mechanical and thermal stability, resulting
in batteries that are both longer lasting and more r eliable over time. Solid-state batteries equipped
with these membranes can achieve higher power densi ties and support faster charging, significantly
boosting overall performance. The adoption of so lid-state technology also enables innovative
battery configurations, including flexible and bipolar designs, which are essential for future
applications in consumer electronics, transportation vehicles and energy storage.
In the battery industry, solid-state electroly te membranes mainly face two major technical
challenges. Firstly, the production process is highly demanding, making large-scale manufacturing
difficult and resulting in extremely high costs. S econdly, achieving thin membranes is technically
challenging, and it is generally difficult to reduce the thickness of solid-state electrolyte membranes
to below 30 μm. By using integrated forming technology for production, we believe our electrolyte
membrane overcomes the difficulties of mass-prod uction, enabling large-scale manufacturing for
future applications and advancing the rapid commercialisation of solid -state batteries. Furthermore,
this integrated forming technology allows for fur ther membrane thinning, enhancing the energy
density of solid-state batteries.
We design solid-state electrolyte memb ranes with a thicknesses range of 7 ~30μm, targeting
high-end digital and power battery sectors. Ou r proprietary integrated moulding technology
combines a robust fibre framework with cutting-e dge solid electrolytes, resulting in membranes
offering high mechanical strength, impressive lithium-ion conductivity and low interfacial
impedance. For instance, we have developed an integrated, self-developed solid-state electrolyte
membrane features a tensile strength of at least 11MPa, a thickness of 25 μm or less, an oxidation
resistance potential above 5.0V, and an ionic conductivity of at least 0.5mS/cm, outperforming
membranes of competitors, which generally exhibit tensile strengths of 6 to 9 MPa, thicknesses
around 30 to 40 μm, and ionic conductivities below 0.3 mS /cm. These membranes address critical
challenges in solid-state battery separators, enab ling safer, more durable batteries that are ready for
mass production. Pilot-scale validation of solid-sta te electrolyte membranes has been completed, and
scale-up trials are underway, demonstrating o ur leadership in solid-state battery material
innovation. Our solid-state electrolyte membra ne products have been designed to fully integrate
with existing in-house manufacturing processes. No significant adjustments to our production lines
or equipment are required, which ensures efficient t ransition to full-scale production. We intend to
launch solid-state electro lyte membrane products in the second half of 2026.
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Functional Membrane Technologies
In addition to our traditional lithium-ion battery separators, we intend to provide customers in
other fields with various kinds of functional m embranes, primarily including heat exchange
membranes, waterproof and breathable membranes and water treatment membranes. Currently, all
of our functional membranes below are fully developed and ready for market launch. We plan to
launch the following products as soon as we finish the market research and customer development.
All functional membrane products have been desi gned to fully integrate with existing in-house
manufacturing processes. No significant adjus tments to our production lines or equipment are
required, which ensures efficient tra nsition to full-scale production.
. Heat exchange membranes : Our heat exchange membranes typically feature a thickness
ranging from 20 to 30 μm, an air permeability of 0.01 ~0.03 μm/Pa ‧s, and a puncture
strength of 300 grammes or higher based on the t hinnest specification. These membranes
are widely employed in air ventilation and e nergy recovery systems for large-scale
buildings, such as hospitals, shopping centr es and office buildings. They are also utilised
for home air quality improvement, industrial w aste heat recovery, and initiatives aimed at
reducing.
. Waterproof and breathable membranes : Our waterproof and breathable separators have a
standard basis weight of 65–75g/m
2 and a light weight of 8.5g/m 2. They offer excellent
waterproof performance, withstanding hydr ostatic pressures up to 120kPa, and provide
high breathability at 8,500g/(m 2‧24h). With a strong machine direction tensile strength
of 1,400Kgf/cm 2, these separators are commonl y used in outdoor apparel where
durability, comfort and weather resistance are essential.
. Water treatment membranes : Our water treatment membranes typically have a coated
thickness range of 20 to 30 μm, a porosity range of 35% to 60% and a desalination
efficiency of over 99%. Water treatment membranes are currently widely applied to
municipal water treatment, purification of domestic water, seawater desalination, and
lithium extraction from salt lakes.
As our existing R&D centres and platforms continue to deepen our research on functional
membranes, and with our new overseas manufacturin g bases come into operation, we believe that the
sales of functional membranes w ill continuously facilitate the diversification of our product
portfolio.
RESEARCH AND DEVELOPMENT
We are dedicated in the R&D of the underlying t echnologies, product development and design
of manufacturing equipment for lithium-ion battery separators and other functional membranes.
Further, we place increasing emphasis on the R&D of other relevant products, including
semi-solid-state electrolyte separators, solid-sta te electrolyte membranes, functional membranes
and semiconductor mate rials. We are devoted to strengthening our R&D capabilities by enhancing
our global R&D teams, centres and platforms, thro ugh which we gain access to the latest knowledge
and technologies in polymer materials, new en ergy, nanotechnology, lithium-ion battery and
semi-solid-state and s olid-state battery.
We continue to invest substantial capital in R&D and innovation. For the years ended 31
December 2023, 2024 and 2025, our research and development expenses amounted to RMB242.5
million, RMB248.0 million and RMB278.4 million, respec tively, representing 8.1%, 7.1% and 6.8%
of our revenue for the same periods, respectively.
Our R&D capabilities have enabled us to independ ently develop a series of key technologies.
See ‘‘— Our Core Technologies ’’ in this section. Our achieveme nts in R&D have been recognised by
the market, governmental authorities and industry associations. For instance, our breakthrough
research result on the production of dry proces s separator was awarded the First Prize of State
Science and Technology Progress Award by the State Council, making us the only company in the
lithium-ion battery industry to receive this prestigious award. See ‘‘— Awards and Recognitions ’’ in
this section for details on our awards and recogn ition during the Track Record Period. Our R&D
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capabilities lay a strong foundation for our conti nuous business expansion in the mid- to high-end
markets both domestically and overseas. We will c ontinue to strengthen our competitiveness by
improving our R&D capabilities.
Our R&D Team
The technology for manufacturing lithium-ion batte ry separators involves multiple disciplines,
including polymer science, material processing , nanotechnology, electrochemistry, surface and
interface science, mechanical en gineering and automatic control technology. As such, we have
attracted talents in these disciplines who f o r mo u rt e a m .A sa t3 1D e c e m b e r2 0 2 5 ,w eh a da nR & D
team of 699 members, accounting for over 13.7% of our total employees. We have developed internal
policies to promote inventions, forming of ideas, d iscoveries, improveme nts and development of
copyrightable materials by our employees and to compensate employees for their R&D
contributions.
In addition, we have established a technical committee responsible for reviewing and approving
our strategic planning for technology R&D and new product development. This committee assesses
new technology R&D projects, major product innovat ion initiatives, the introduction of patented
technologies, and new equipment se lection, efficiently guiding the overall direction of our scientific
research. The committee includes industry experts with extensive knowledge and years of R&D
experience in lithium-ion battery separators and o ther functional membranes. Most members of our
technical committee are senior engineering experts within our Group and many of them have been
with us for over a decade.
Our Global R&D Centres
Headquartered in Shenzhen, we have established domestic and overseas R&D centres to gain
access to frontier technologies. Domestically, our Shenzhen R&D headquarter focuses on
mainstream lithium-ion battery separator t echnology and cutting-edge membrane product
development, while our Nantong R&D centre, collaborating closely with our manufacturing bases
in Eastern China, devoted itself to the refinement o f the mass production process. Internationally,
our Japan R&D centre leverages local advantages in fine chemicals to delve into high-end coating
technology, while our Sweden R&D centre takes advantage of the precision equipment in Europe to
develop customised products. Our global R&D netw ork has allowed us to achieve breakthroughs in
the key production technologies and manufacturing equipment, which laid a solid foundation for the
development of cutting-edge lithium-ion battery separators, functional membranes and other
advanced membrane products.
The table below sets forth certain details of our global R&D centres.
R&D Centre Details Highlights
Domestic Research and Development Centres
Frontier Technology
Research Institute ( 前
沿技術研究院)
Located at Shenzhen, China
E s t a b l i s h e di n2 0 2 2
. Focus on the development of key materials and key
technologies for lithium-ion battery separators, such
as electrolyte membranes, electrocatalytic membranes
and ultra-light membranes
. Explore new product application fields and
industrialise new produc ts, including hollow fibre
membranes and water treatment membranes
Membrane Technology
Research Institute ( 隔
膜技術研究院)
Located at Shenzhen, China
E s t a b l i s h e di n2 0 1 1
. Focus on the design and development of mainstream
lithium-ion battery separator materials and products
. Responsible for the development and implementation
of annual plans for product and technology
advancement across various research institutes and
manufacturing bases
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R&D Centre Details Highlights
Equipment Centre
(設備中心)
Located at Shenzhen, China
E s t a b l i s h e di n2 0 1 5
. Focus on the development and design of new
equipment, as well as the selection, introduction,
installation and commissioning of new production
lines
. Carry out technical improvement and
equipment-related management at our manufacturing
bases
. Responsible for the planning and layout of new
manufacturing bases
Eastern China Technology
Research Institute ( 華
東技術研究院)
Located at Nantong, China
E s t a b l i s h e di n2 0 2 3
. Provide technical services for manufacturing bases in
Eastern China
. Focus on the R&D of adhesive products, aramid
products, thin high-strength substrates and
heat-resistant products
. Responsible for the preparation of product samples
and their transition into mass production
. Collaborate with universities and research
institutions on the simulation and design of certain
parts of our process production line
Overseas Research and Development Centres
Senior Osaka Japan
Research Institute
Joint-Stock Company
(株式會社星源日本大版
研究院)
L o c a t e di nO s a k a ,J a p a n
E s t a b l i s h e di n2 0 1 7
. Focus on the development of advanced membrane
technologies on solid-stat e electrolyte membranes
and semiconductor materials
. Leverage local advantages in fine chemicals such as
high-performance ultra-high molecular weight PE
and solid PEO-PPO materials
Senior Europe Research
Institute ( 星源材質（歐
洲）研究院)
L o c a t e di nE s k i l s t u n a ,
Sweden
E s t a b l i s h e di n2 0 2 3
. Design high-end customised products for European
customers, including industry leading lithium-ion
battery suppliers in France and Germany
Our R&D Platforms
Our R&D platforms comprise in-house R&D platfo rms, which are established subject to filing
and approval by the local government, and industry-academia-research platforms, which enable us
to collaborate with academic institutions worl dwide. These platforms differ from our R&D centres
in that (i) in-house R&D platforms require filing w ith the relevant government authorities and (ii)
industry-academia-resea rch platforms involve collaboration with other parties, such as universities,
while our R&D centres are generally established by ourself and without any requirement of filing
with government authorities.
Our fundamental R&D and product development are centred around our proprietary
technologies for the manufacturing processes of separators and our proprietary design of
manufacturing equipment. With the support of the government and relevant authorities, we have
established multiple R&D platforms of lithium-i on battery separators. Our R&D platforms provide
the infrastructure for us to focus on the R&D of raw materials, product development, manufacturing
techniques, manufacturing equipment and applications of lithium-ion battery separators as well as
technological innovations in other functional membranes. Leveraging our R&D platforms, we have
established a project-centred R&D process, following the workflow of topic selection, launch of pilot
projects, R&D and applicat ion of our technologies.
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In-House R&D Platforms
The table below sets forth certain details of our in-house R&D platforms.
R&D Facility Details Highlights
National-Local Joint
Engineering Research
Centre for High-End
Lithium-ion Battery
Separator Preparation
and Testing
Technology ( 高端鋰電
池隔膜製備及檢測技術
國家地方聯合工程研究
中心)
Located at Shenzhen, China
E s t a b l i s h e di n2 0 1 8
National-level research centre
recognised by NDRC
. A competitive lithium-ion battery separator R&D
platform in the country
. Focus on the research of polymer lithium-ion battery
separator materials
. Enhanced R&D by increasing equipment investments
and recruiting high-end talents
. Establish innovative system for high-safety,
high-strength, ultra-thin and functionalised
separators
Shenzhen Lithium-ion
Battery Separator
Engineering Centre ( 深
圳市鋰電子電池隔膜工
程中心)
Located at Shenzhen, China
E s t a b l i s h e di n2 0 0 9
. Focus on innovative membrane-forming technology,
coating technology and new material technology
. Capable of preparing R&D sample for our customers
. Develop distinctive products such as high-molecular
porous separators, PI coa ted products and aramid
coated separators
Shenzhen Polymer
Materials Special
Functional Membrane
Engineering
Laboratory ( 深圳高分
子材料特種功能膜工程
實驗室)
Located at Shenzhen, China
E s t a b l i s h e di n2 0 1 2
.
Focus on R&D and application of new functional
polymer membranes
. Engage in R&D, engineering production, application
consultancy, problem diagnosis and solution
provision
Shenzhen Functional
Membrane Enterprise
Technology Centre ( 深
圳市功能膜企業技術中
心)
Located at Shenzhen, China
E s t a b l i s h e di n2 0 1 7
. Focus on optimising the production process across all
stages of functional membrane development
. Advance the development of high-end separator
products through material formulations, functional
raw material development, efficient processes,
control technologies and proprietary equipment
Industry-Academic-Research Platforms
Our industry-academic-research platform scheme creates a collaborative framework that brings
together the industry experts, academic institutio ns and our in-house research platforms to work on
various meaningful R&D projects. While we genera lly provide resources such as achievements from
our previous research projects, funding, equipment and offices for the R&D projects, our R&D
partners, namely renowned universities, offer resou rces including training a nd instruction, research
team and historical experimental data. Through such collaboration, we cultivate R&D talents and
conduct the R&D in the production technology of high-quality lithium-ion battery separators, as
well as the research on other functional membranes.
The table below sets forth certain details of ou r industry-academic-research platforms.
Academic Institution Details and Highlights
Sichuan University . A joint laboratory co-founded in October 2007 for the
purpose of test analysis and research collaboration in
relation to dry and wet process separators
. Dry process separator project won the First Prize of State
Science and Technology Progress Award
Tsinghua University . Collaboration began in Octobe r 2021 to carry out research
on separator coating technology
. Jointly developed nanofibr e-coated products and fibre
dispersion technology, winning the First Prize of
Technological Invention by China Petroleum and Chemical
Industry Federation
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Academic Institution Details and Highlights
South China University of
Technology
. A centre for membrane material experiments and analysis, as
well as talent cultivation
. Cultivated five postdoctoral researchers for our talent pool
We established long-term collaborations with ext ernal partners to provide additional technical
proficiency to advance our R&D efforts. The salient terms of our joint research and development
agreement with global academic institut ions typically include the following:
. Ownership of Intellectual Property Rights. Each party retains ownership of its pre-existing
intellectual property. The jointly developed intellectual property rights are generally
owned by the Company.
. Duration . Typically spans a period of two to five years, depending on the agreed project
scope. Agreement can be renewed through negotiation upon determination.
. Confidentiality . Parties are typically required to t reat any commercial and technical
information which is not yet known to the public as a trade secret and with strict
confidence.
. Payment of R&D costs. Typically, R&D costs are made to the academic institutions based
on the progress of the R&D as specified in the agreement.
In addition to collaborations with domestic academic institutions, we have further established
strategic partnerships with sev eral key customers which are renowned overseas lithium-ion battery
manufacturers. We typically develop the production processes and the product specifications based
on specific needs of these key customers to ensure we meet their requirements as well as the stable
supply and high performance of our products. Moreover, we actively collaborate with potential
suppliers and other research institutions on the R&D of lithium-ion battery separators.
The salient terms of our joint research and development agreement with our customers,
potential suppliers and other research inst itutions typically include the following.
. Ownership of Intellectual Property Rights . Each party retains ownership of its pre-existing
intellectual property. Ownership of jointly d eveloped intellectual property is determined
as contractually agreed.
. Duration . Typically spans a period of one to five years, depending on the agreed project
scope.
. Confidentiality . Parties are typically required to t reat any commercial and technical
information involved as a trade secret and wit h strict confidence, which may be extended
for a specified period after the termination of the agreement.
. Allocation of Costs . Generally shared by participants as contractually agreed.
SALES AND MARKETING
As our customers are located in different countries and regions, we plan, organise and
participate in marketing activities through a combination of online and offline channels. We
promote our products and brand through our website and brochures, organise or co-host marketing
conferences, participate in domestic and overseas industry exhibitions and meetings, attend
customer-supplier conferences and organise online communication with major customers from
time to time. For marketing in overseas markets , we have set up offices and subsidiaries in Japan,
Malaysia, Singapore and Sweden to conduct diversif ied marketing and customer service activities.
Specifically, in Chinese Mainland, We solicits n ew customers primarily by participating in trade
exhibitions and through online promotion, such as official social media accounts. In overseas
markets, new customers are acquired mainly via promotional activities on platforms such as
LinkedIn.
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We invest in sales and marketing to strengthe n our leadership position in the lithium-ion
battery separator manufacturer industry and promote our products and services. For the years ended
31 December 2023, 2024 and 202 5, our selling expenses amoun ted to RMB38.7 million, RMB37.1
million and RMB42.8 million, respectively, represen ting 1.3%, 1.1% and 1.0% of our total revenue
d u r i n gt h es a m ep e r i o d s .
Sales Network
During the Track Record Period, we sold our products primarily through direct sales to
customers, which are primarily domestic and ove rseas manufacturers of lithium-ion batteries
including LG Energy Solution, Samsung SDI, AESC, Murata, SK On, SAFT, CATL, BYD, Gotion
High-tech, CALB, EVE Energy and Sunwoda. Through direct sales, we have established close and
direct connection with our customers and are able to gain firsthand understanding of customers’
technologies and business development plans, propose technical solutions and product selections and
help customers solve problems.
Given our business expansion, we manage our sa les and orders primarily by region to address
the wide geographic distribution, development of technologies and differences in production scales
of our different customers. Through this approach, we can promptly respond to evolving customer
needs.
The salient terms of framework sales agreem ents with our customers are set out below.
. Service scope . We provide customers with lithium-ion battery separator products and
relevant services. The specific models and quantities are specified in each procurement
order under the framework agreement.
. Duration. Generally ranges from one to 10 years and may be renewed upon expiry.
. Pricing . As negotiated by both parties in each separate procurement order.
. Confidentiality . Parties are typically required to t reat any commercial and technical
information which is not yet known to the public as a trade secret and with strict
confidence.
. Payment . All payments as specified in each separate procurement order, and invoices are
issued to customers.
. Credit terms . Generally within 180 days.
. Product warranty . A standard product warranty of 12 months is typically included.
. Return and exchange policy . Customers shall inspect and examine the products before the
acceptance. In case any defect is discovered, the customer has the option to request us to
exchange the defected products or provide a refund.
. Termination . The agreement can only be terminated by mutual agreement of both parties.
During the Track Record Period, we also engage d individual sales agents to facilitate sales to
certain overseas customers. The number of sales agents engaged by us was limited, comprising one
a g e n ti n2 0 2 3 ,t w oa g e n t si n2 0 2 4 .I n2 0 2 4 ,w es t a r t e dt h et r a n s i t i o nt oad i r e c ts a l e sm o d e lf o r
overseas markets. The transitio n to a direct sales model was driven by our strategic objective to
deepen customer relationships, enhance servi ce quality and responsi veness and improve our
understanding of local market dynamics. By engaging directly with overseas cu stomers, we are better
positioned to provide tailored technical support, respond promptly to customer requirements and
capture a greater share of the value chain, which we believe will support the long-term growth of our
overseas business. The transitio n was completed by the end of 2024 and we did not engage any sales
agents in 2025. In 2023, 2024 and 2025, our revenue generated through sales agents amounted to
RMB657.9 million, RMB83.1 million and nil, respectively.
During the Track Record Period and up to the Latest Practicable Date, to the best knowledge
of our Directors, our Group did not have any material disputes with its customers or face any major
return of defective products.
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Global Sales Network
We are primarily engaged in R&D, designing, manufacturing and sale of lithium-ion battery
separators to both overseas and domestic markets . We initially targeted customers in the PRC and
started to expand into the overseas market in 2012. As at the Latest Practicable Date, we have
established market presence across multiple count ries and regions including key global markets such
as Chinese Mainland, South Korea, Japan, the SEA and Europe. We are actively exploring emerging
markets in the Middle East, Africa, Oceania and South America.
We became one of the pioneers to export lithium-ion battery separators with advanced
functionalities to these regions and have establishe d long-term relationships with leading lithium-ion
battery manufacturers. With the increasing demand f or lithium-ion batteries in overseas market, we
reap the benefit of early establishment of the rela tionship with these customers and successfully
increased the sales volume of our products over the Track Record Period.
The following table sets forth the breakdown of our revenue by geographic region in 2023, 2024
and 2025.
Year ended 31 December
2023 2024 2025
RMB’000 % RMB’000 % RMB’000 %
Chinese Mainland . . . . . . . . . . . . . . . 2,512,646 84.3 3,105,179 88.6 3,508,624 86.1
Others (1) ..................... 4 6 9 , 2 1 7 1 5 . 7 4 0 0 , 9 7 4 1 1 . 4 5 6 8 , 2 2 1 1 3 . 9
Total ........................ 2,981,863 100.0 3,506,153 100.0 4,076,845 100.0
Note:
(1) Others primarily consisted of South Korea, Japan, SEA and Europe.
During the Track Record Period, our revenue experienced an increasing trend, primarily driven
by the increase in revenue generated from Chine se Mainland. However, with the commencement of
operations at our overseas manufacturing bases, we e xpect a significant increase in our overseas sales
in the foreseeable future.
During the Track Record Period, we primarily sold coated separator products to the U.S. The
amounts of our separator products sales to the U.S. is RMB1.6 million, RMB9.9 million and
RMB64.1 million in 2023, 2024 and 2025, respectively.
Quality Warranty
Our warranty period is typically 12 months but may vary depending on the product type,
product quantity and local regulatory requirements. During the warranty period, our customers may
request our technical specialists to replace defective parts and components free of charge. If our
product has a material structural or mechanical defect, as examined and confirmed by our skilled
technicians, we will replace the product or its components at the request of our customer.
Following the expiration of the warranty period, we supply parts and components to our
customers for a fee based on the services required. During the Track Record Period, we have not
received any material complaints from our customers.
During the Track Record Period and up to the Late st Practicable Date, we had not experienced
any material product return an d nor had we received any materi al complaints regarding our
products. Our Directors consider that the quality of our products are generally stable and no
provision for product return had been made during the Track Record Period.
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Pricing
We have developed a standardised pricing refer ence for our sales and marketing team. We set
prices based on the acceptability by our customers on one hand and our profitability on the other
hand, taking into account a number of factors incl uding, among others, costs of raw materials, size
of purchase orders, customer purchase quantities, customer relationships, market competition and
the prevailing market prices for separators in the ta rget sales regions. In a ddition, we reserve the
right to further adjust the price for our produc ts when we observe dramatic fluctuations in the
market price of key raw materials.
Our Sales and Marketing Team
Our in-house sales and marketing team provides products and value to our customers with an
in-depth understanding of our cus tomers’ businesses and industries . With over 20 years of industry
experience, our sales and marketing team is abl e to anticipate customers’ needs. Our sales and
marketing team also works closely with our R&D team in product development, so as to address the
common pain points faced by our customers. As at 31 December 2025, we had a sales and marketing
team with 66 members.
We formulate our sales and marketing strategie s annually based on our strategic objectives,
business performance goals, market environment and customer relationships. Following our annual
sales and marketing strategies, we set and assi gn sales and marketing targets on a monthly and
quarterly basis. In addition, we have establishe d a performance evaluation mechanism to conduct
regular performance evaluations and provide in centives for the sales and marketing personnel.
CUSTOMERS
Our major customers are primarily lithium-ion ba ttery manufacturers. We derived substantially
all of our revenue from the sales of our lithium-i on battery separators during the Track Record
Period.
As our products are applicable to lithium-ion batteries for a wide range of end use, including
transportation vehicles, electrical energy stora ge facilities, industrial machinery and consumer
electronics, we have a broad and diverse customer base. With the active expansion of our domestic
and overseas business in recent years, our customers comprise of leading lithium-ion battery
manufacturers both in Chinese Mainland and abroad. Our major customers include LG Energy
S o l u t i o n ,S a m s u n gS D I ,A E S C ,M u r a t a ,S KO n ,S A F T ,C A T L ,B Y D ,G o t i o nH i g h - t e c h ,C A L B ,
EVE Energy and Sunwoda.
In the years ended 31 December 2023, 2024 and 2025, our top five customers in each year
together generated RMB1,903.5 million, RMB1 ,785.9 million and RMB2, 485.0 million of revenues,
respectively, accounting for 63.8%, 50.9% and 6 0.8% of our total revenue, respectively. In 2023,
2024 and 2025, revenue from our largest custo mer in each year amounted to RMB795.2 million,
RMB460.4 million and RMB669.5 million, accounti ng for 26.7%, 13.1% and 16.4% of our total
revenue, respectively.
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The following table sets forth the details of our top five customers for each year during the
T r a c kR e c o r dP e r i o d .
Rank Customer Products Sold
Transaction
Amount
Percentage
of Total
Revenue
Business
Relationship
Since Business Background Credit Term
(RMB in
millions) (%)
For the Year Ended 31 December 2023
1 Customer A dry process, wet
process and
coated
separators
795.2 26.7 2012 Headquartered in South
Korea, a company operating
in various industries,
including electronics,
chemicals,
telecommunications, and
services
90 days
2 Customer B dry process and
coated
separators
367.0 12.3 2008 Headquartered in Chinese
Mainland, a company
specialising in the
manufacture of EVs and
batteries
60 days
3 Customer C dry process, wet
process and
coated
separators
275.5 9.2 2018 Headquartered in Chinese
Mainland, a company
specialising in the
development and
manufacturing of
lithium-ion batteries for EVs
and energy storage systems
90 days
4 Customer D dry process and
coated
separators
242.7 8.1 2010 Headquartered in Chinese
Mainland, a company
specialising in the research,
development, production,
and sales of lithium-ion
batteries
90 days
5 Customer E wet process and
coated
separators
223.0 7.5 2015 Headquartered in Chinese
Mainland, a company
specialising in the research,
development, production,
and sales of lithium-ion
batteries and related
materials
120 days
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Rank Customer Products Sold
Transaction
Amount
Percentage
of Total
Revenue
Business
Relationship
Since Business Background Credit Term
(RMB in
millions) (%)
For the Year Ended 31 December 2024
1 Customer A dry process, wet
process and
coated
separators
460.4 13.1 2012 Headquartered in South
Korea, a company operating
in various industries,
including electronics,
chemicals,
telecommunications, and
services
90/135 days
2 Customer B dry process, wet
process and
coated
separators
373.0 10.6 2008 Headquartered in Chinese
Mainland, a company
specialising in the
manufacture of EVs and
batteries
60 days
3 Customer F dry process, wet
process and
coated
separators
337.3 9.6 2017 Headquartered in Chinese
Mainland, a company
specialising in the research,
development, production,
and sales of lithium-ion
batteries
90 days
4 Customer G dry process, wet
process and
coated
separators
311.1 8.9 2019 Headquartered in Chinese
Mainland, a company
specialising in the research,
development, production,
and sales of lithium-ion
batteries and related
materials
120/180 days
5 Customer E wet process and
coated
separators
304.0 8.7 2015 Headquartered in Chinese
Mainland, a company
specialising in the research,
development, production,
and sales of lithium-ion
batteries and related
materials
120 days
For the Year Ended 31 December 2025
1 Customer F dry process, wet
process and
coated
separators
669.5 16.4 2017 Headquartered in Chinese
Mainland, a company
specialising in the research,
development, production,
and sales of lithium-ion
batteries
90 days
2 Customer A dry process and
coated
separators
510.9 12.5 2012 Headquartered in South
Korea, a company operating
in various industries,
including electronics,
chemicals,
telecommunications, and
services
90/135 days
3 Customer G dry process, wet
process and
coated
separators
474.8 11.6 2019 Headquartered in Chinese
Mainland, a company
specialising in the research,
development, production,
and sales of lithium-ion
batteries and related
materials
120 days
4 Customer B dry process and
coated
separators
453.8 11.1 2008 Headquartered in Chinese
Mainland, a company
specialising in the
manufacture of EVs and
batteries
60 days
5 Customer E wet process and
coated
separators
376.0 9.2 2015 Headquartered in Chinese
Mainland, a company
specialising in the research,
development, production,
and sales of lithium-ion
batteries and related
materials
120 days
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During the Track Record Period, we had sign ificant customer concentration in NEVs and
energy storage systems industries, with all of ou r top five customers for each year during the Track
Record Period being part of the value chain of the abovementioned industries. In 2023, 2024 and
2025, our revenue generated from our five largest customers in each year accounted for 63.8%,
50.9% and 60.8% of our total revenue in each year, respectively. The new energy vehicle and energy
storage systems industries are rapidly evolving, policy-driven sectors that underpin global
decarbonisation efforts by emphasising the development of EVs and advanced lithium-ion battery
technologies. Our business is closely linked to t he market outlook and regulatory environment of
these industries, as demand for our separator products is driven in part by the production and sales
of lithium-ion batteries and related end products, which directly reflect demand and activity in such
industries. See ‘‘Risk Factors — Risks Relating to Our Business and Industry — Our business is subject
to the market forces in the new energy vehicle and energy storage industries and our results are
dependent in part on the changes in our customers’ industries and market demand for their end
products. ’’
D u r i n gt h eT r a c kR e c o r dP e r i o da n du pt ot h eL atest Practicable Date, we were in material
compliance with the terms of agreements or p urchases (as the case may be) with our major
customers, and we had not experienced any circu mstances leading to early termination of the
agreement or any contractual disputes with or claims by our major customers that would have a
material and adverse effect on our operations.
None of our Directors or their respective close associates or any Shareholder holding more
than 5% of our issued share capital held any interest in any of our top five customers in each year
during the Track Record Period.
RAW MATERIALS AND SUPPLIERS
Our Suppliers
We purchase raw and auxiliary materials and othe r auxiliary materials directly from suppliers.
The main raw materials used for production of lithium-ion battery separators include thermal
plastics such as PP and PE, additives, pack aging and auxiliary production materials.
In the years ended 31 December 2023, 2024 and 2025, our cost of raw materials were RMB693.7
million, RMB1,271.1 million and RMB1,410.3 million, re spectively, accounti ng for 41.0%, 50.4%
and 44.2% of costs of sales in the same year, respectively.
In the years ended 31 December 2023, 2024 and 2025, purchases from our top five suppliers in
each year amounted to RMB499.7 million, RMB715 .4 million and RMB919.3 million, respectively,
representing 47.5%, 44.2% and 48.0% of our total purchases of raw materials, respectively. In
addition, purchases from our largest supp lier in each year amounted to RMB208.5 million,
RMB210.6 million and RMB262.2 million respectivel y, representing 19.8%, 13.0% and 13.7% of
our total purchases of raw materials in 2023, 2024 and 2025, respectively.
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The following table sets forth the details of our top five suppliers for each year during the
T r a c kR e c o r dP e r i o d .
Rank Supplier
Products
Procured
Transaction
Amount
Percentage
of Total
Purchase
Business
Relationship
Since Business Background Credit Term
(RMB in
millions) (%)
For the Year Ended 31 December 2023
1 Supplier A Thermal plastic 208.5 19.8 2013 Headquartered in South
Korea, a company
specialising in the
production of petrochemical
products
Prepayment in full
2 Supplier B Thermal plastic 147.7 14.0 2020 Headquartered in South
Korea, a company with
business operations covering
petrochemicals, chemical
materials, energy, and
related fields
Prepayment in full
3S u p p l i e r C T h e r m a l
plastic,
hardware
accessories
53.4 5.1 2019 Headquartered in Japan, a
company specialising in the
research, development and
production of high-purity
chemicals, functional films,
and precision materials for
use in semiconductors,
display panels (LCD/
OLED), photovoltaics, and
electronic components
Prepayment in full
4 Supplier D Slurry 46.0 4.4 2022 Headquartered in Chinese
Mainland, a company
specialising in the research,
development, production,
and sales of chemical
products
30 days after
receipt of
products
5 Supplier E Slurry 44.2 4.2 2019 Headquartered in Chinese
Mainland a company
specialising in the research,
development, manufacture
and sale of inorganic
materials used in safety
coating materials for
separators
60 days after the
end of each
month
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Rank Supplier
Products
Procured
Transaction
Amount
Percentage
of Total
Purchase
Business
Relationship
Since Business Background Credit Term
(RMB in
millions) (%)
For the Year Ended 31 December 2024
1 Supplier B Thermal plastic 210.6 13.0 2020 Headquartered in South
Korean, a company with
business operations covering
petrochemicals, chemical
materials, energy, and
related fields
Prepayment in full
2 Supplier A Thermal plastic 184.8 11.4 2013 Headquartered in South
Korea, a company
specialising in the
production of petrochemical
products
Prepayment in full
3 Supplier D Slurry 141.4 8.7 2022 Headquartered in Chinese
Mainland, a company
specialising in the research,
development, production,
and sales of chemical
products
30 days after
receipt of
products
4 Supplier E Slurry 117.9 7.3 2019 Headquartered in Chinese
Mainland, a company
specialising in the research,
development, manufacture
and sale of inorganic
materials used in safety
coating materials for
separators
60 days after the
end of each
month
5 Supplier F Thermal plastic 60.7 3.8 2020 Headquartered in Chinese
Mainland, a company
mainly engaged in the sales
and service of chemical
products
Prepayment in full
For the Year Ended 31 December 2025
1 Supplier B Thermal plastic 262.2 13.7 2020 Headquartered in South
Korea, a company with
business operations covering
petrochemicals, chemical
materials, energy, and
related fields
Prepayment in full
2 Supplier D Slurry 220.3 11.5 2022 Headquartered in Chinese
Mainland, a company
specialising in the research,
development, production,
and sales of chemical
products
30 days after
receipt of
products
3 Supplier A Thermal plastic 214.8 11.2 2013 Headquartered in South
Korea, a company
specialising in the
production of petrochemical
products
Prepayment in full
4 Supplier E Slurry 128.0 6.7 2019 Headquartered in Chinese
Mainland, a company
specialising in the research,
development, manufacture
and sale of inorganic
materials used in safety
coating materials for
separators
60 days after the
end of each
month
5 Supplier G Packaging
materials
94.0 4.9 2024 Headquartered in Chinese
Mainland, a company
specialising in the research
and development,
production and sales of
paper products
60 days after
receipt of
products
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During the Track Record Period, we purchas ed raw materials from the U.S., primarily
including infrastructure materials and manuf acturing equipment. In 2023, 2024 and 2025, the
amount of raw materials and manufacturing equipment purchased from the U.S. are nil, RMB11.8
million and RMB292.5 million. The amount of raw ma terials and manufacturing equipment
purchased from the U.S. increased from RMB11. 8 million in 2024 to RMB292.5 million in 2025 due
to the construction of our U.S. manufacturing base. We have a wide range of alternative domestic
sources of raw materials available as there are plenty of manufacturers of the above infrastructure
materials and manufacturing equipment in Chinese Mainland and other countries all over the world,
offering comparable quality and prices.
To the best knowledge of our Directors, none of our Directors or their respective close
associates or any Shareholder holding more than 5 % of our issued share capital held any interest in
any of our top five suppliers in each year during the Track Record Period.
Procurement Agreement
Generally, we enter into procurement agreemen ts with suppliers and place purchase orders
based on actual production needs. The key terms in our procurement agreements typically include:
. Duration . The term of our agreement is typically three years.
. Material . We shall list out the type, specifications, date of delivery and quantity of
required materials in each purchase order.
. Price . Depending on the type of materials and sup pliers involved, prices can either follow
the procurement agreement or be adjusted acc ording to the then-prevailing market price.
. Warranty. Our suppliers typically provide us with a warranty period between six to twelve
months.
. Inspection and returns . Product inspection shall be carri ed out upon delivery. We have the
right to return defective materials that fail to meet agreed quality standards, and the
supplier shall provide remedies, in cluding returns and/or exchanges.
. Credit terms and payment . Credit terms and payment methods shall be outlined in the
purchase orders. We are generally granted cer tain credit terms, which is normally within
90 days.
. Confidentiality and anti-corruption . We typically include confide ntiality provisions in our
agreements, with confidentiality obligatio ns potentially extending beyond agreement
expiration.
. Termination . The agreements will be terminated upon expiration. We are also entitled to
terminate the agreement if the supplier fails to observe their obligations in the agreement.
During the Track Record Period and up to the La test Practicable Date, we did not experience
any breach of agreements by suppliers that result ed in suspension or interruption that would cause a
material and adverse effect to our production ope rations. During the Track Record Period, we did
not experience any significant shortage of raw material supplies, and the raw materials provided by
our suppliers did not have any significant quality issues.
During the Track Record Period and up to the La test Practicable Date, we complied with the
terms of the agreements with our major suppliers in all material aspects, and we had not experienced
any circumstances leading to early termination of t he agreement or any contractual disputes with or
claims by our major suppliers that would have a material and adverse effect on our operations.
Due to factors such as fluctuations in material prices, changes in market supply and demand
dynamics, and technological advancements, our procurement prices and quantities may vary. For
details, see ‘‘Risk Factors — Risks Relating to Our Business and Industry — Price fluctuations and
inadequate supply of raw materials, energy, transportation and other necessary supplies or services may
impact our business, financial condition and results of operations .’’
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Supply Chain Management
To minimise any potential interruptions to our ope rations due to supply of main raw materials,
we analyse market supply and demand based on actual orders and historical data. We then conduct
forward planning before negotiating with supp liers and place purchase orders. Meanwhile, we
usually keep a reasonable level of inventory o f main raw and auxiliary materials each year. In
addition, we have developed a supplier selection and evaluation procedure and maintain a list of
qualified suppliers each year to ensure that the s upply of main raw and auxiliary materials will not be
affected by any unforeseeable circumstances. See ‘‘— Quality Management — Raw Materials and
Suppliers .’’
To mitigate risks related to raw material price f luctuations, we have established a monitoring
system to promptly monitor price changes of key raw materials. We ensure material supply and
optimise procurement costs through strategies such as advance procurement. Additionally, we
maintain supply chain safety and stability through partnerships and long-term agreements with our
suppliers.
Manufacturing Equipment
We use manufacturing equipment that is highly compatible with our proprietary production
techniques. According to Frost & Sullivan, we are one of the few companies with independent
equipment research and design capabilities. The s elf-designed manufacturing equipment enables us
to produce differentiated separators and ensu res our product quality as well as production
efficiency. See ‘‘— Our Core Technologies — Manufacturing Equipment Designed In-House .’’ We
engage international manufacturers for the production of manufacturing equipment based on our
technology design. We provide the manufacturi ng process parameters, manufacturing process
requirements and project timetable to the manufa cturers, and we specify to the manufacturers our
quality and technical standards as well as accepta nce standards to ensure that the equipment meets
our production requirements.
MANUFACTURING
Manufacturing Processes
The manufacturing processes of lithium-ion batte ry separators are mainly categorised by three
different manufacturing techniques: the dry process, the wet process and the coating process,
whereas coating refers to an additional process a pplied in base film separators produced from both
dry and wet processes. We adopt a ‘ ‘make-to-order’’ strategy to pr ocess customer orders and have
developed an ISO production process management control system. After an order is placed by a
customer, we will develop a production plan with customised raw materia l formulas, arrange for
procurement of raw materials based on the plan, produce separators with suitable processes, conduct
comprehensive product quality checks and deliv er our products to customers. This allows us to
manage our production cost and improve our operating efficiency.
Dry Process
The dry process is a solvent-free, physical pore formation techno logy. We start by melting the
t h e r m a lp l a s t i c ss u c ha sP Po rP E .T h em e l t e dp olymer is then extruded into a thin sheet of
crystalline polymer membrane and subjected to rap id drawdown. The crystalline polymer membrane
is then annealed at a temperature below its meltin g point to reach a state of high crystallinity. We
subsequently stretch the sheet uniaxially in the machine direction to form slit-like pores and obtain a
porous membrane.
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The diagram below illustrates the workflow of the dry process.
feeding heat casting stretching dividing
tank
extruder
metering
pump
casting rolling
die head
filtre
winding system
windingsystemunwindingsystem stretchingsystem
treatment
raw
material
Wet Process
The wet process is a chemical microporosity formation technology, also known as phase
separation or heat-to-phase separation. We sta rt by mixing polymer with hydrocarbon liquid and
other additives, then heat the mixture into a homogenous solution. The solution then undergoes
cooling, phase separation and extruding to for m a cast membrane. We subsequently stretch the
membrane biaxially in both the machine and transve rse directions, and finally remove the remaining
solvent to form an interconnec ted, microporous membrane.
The diagram below illustrates t he workflow of the wet process.
feeding casting vertical horizontal extracting shaping dividing
tank extruder
metering
pump
paraffin
oil
casting piece rolling
die
head
filtre
stretching stretching
raw
material
Coating Process
Coating process is an additional manufacturing process for both dry and wet process
separators. By applying slurry such as ceramic alumina and PVDF adhesive to one or both outer
surfaces of the base film, the coating can signifi cantly enhance the thermal stability, puncture
strength and safety of the base film. Separators wi th these enhanced properties will improve the
performance and safety of the lithium-ion batteries.
The diagram below illustrates the workflow of the coating process.
pulping unwinding coating drying winding
warehousing packaging ageing slitting
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Manufacturing Facilities
We have established a network of manufacturi ng facilities in different parts of Chinese
Mainland to provide our target customers with com prehensive services using localised supply and
supporting facilities. During th e Track Record Period, we did not outsource any manufacturing
process to third parties.
Our continued expansion of production capacity during the Track Record Period is a strategic
response to rising customer demand and intense market competition, as demonstrated by similar
capacity increases among our competitors in recen t years, according to Fr ost & Sullivan. Localised
production enhances our relationships with major battery manufacturers by enabling prompt and
cost-effective service, while also allowing us to adapt quickly to changes in demand in both domestic
and overseas markets. We believe that our advan ced, innovation-driven facilities and optimised
capacity empower us to achieve economies of scale and control production costs effectively.
The table below sets forth details of our manufacturing bases during the Track Record Period:
No.
Manufacturing
base Location
Year of
commencing
production Area (m
2)
Annual
production
capacity (1)
(m2 in
million) Primary products
1 Shenzhen manufacturing
base
Shenzhen, Guangdong 2006 160,000 215.6 dry process separators,
wet process separators
and coated separators
2 Changzhou manufacturing
base
Changzhou, Jiangsu 2018 150,000 898.0 wet process separators
3 Jiangsu manufacturing
base
Changzhou, Jiangsu 2019 130,000 1,228.2 dry process separators and
coated separators
4 Hefei manufacturing base Hefei, Anhui 2017 75,000 428.7 wet process separators and
coated separators
5 Nantong manufacturing
base
Nantong, Jiangsu 2023 560,000 2,471.6 dry process separators,
wet process separators
and coated separators
6 Foshan manufacturing
base
Foshan, Guangdong 2025 225,000 445.8 wet process separators and
coated separators
Notes:
(1) Refers to the annual production capacity in 2025.
(2) During the Track Record Period, we operated a manuf acturing base in Shenzhen, which mainly produced dry
process separators. We gradually reduced production at our Shenzhen manufacturing base during 2025 and
ultimately closed the base and ceased production the re in November 2025, primarily in light of downstream
demand trends, cost efficiency considerations and th e ageing condition of the existing production lines.
We conduct careful and timely maintenance of o ur production facilities and equipment. Each
piece of our major production equipment or machinery undergoes regular inspection and
maintenance according to the relevant protocols. During the Track Record Period and up to the
Latest Practicable Date, we did not experience any m aterial or prolonged suspensions of operations
due to equipment, machinery or other mechanical failures. In light of the ageing of certain
production lines and a shift in the focus of our product portfolio, in the fourth quarter of 2025 we
closed our Shenzhen manufacturing base, which pr imarily focused on the production of dry process
separators, and commenced operations at ou r Foshan manufacturing base. The Foshan
manufacturing base primarily focuses on the pr oduction of wet process separators and coated
separators. It is equipped with wet process produ ction lines with increased equipment width and
higher annual designed production capacity per line compared to our previous production lines,
which is expected to further enhance our overall production efficiency and economies of scale.
During the Track Record Period and up to the La test Practicable Date, we did not experience
any work safety accidents and were not subject to any administrative penalties that would have a
material adverse effect on our business operations or financial condition.
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Planned Manufacturing Facilities
We believe that our reasonable expansion plans will benefit our business by meeting the
increased customer demand and ex panding our market share. See ‘‘ Future Plans and Use of Proceeds
— Use of Proceeds .’’
We plan to build new manufacturing facilities to expand our production capacity and satisfy
the growing demand of our customer worldwide. When planning the overall capital expenditures on
manufacturing facilities and allocating resource for manufacturing, we take into account factors
such as anticipated market demand, locations of o ur key customers and the cost of raw materials and
labours.
The table below sets forth the details of the manuf acturing facilities that are under construction
as at 31 December 2025 :
No.
Manufacturing Base
Facility (Location)
Total
Construction
Area (m
2)S t a t u s
Estimated
Annual
Production
Capacity
Estimated
Commencement
Time of Mass
Production Key Functions
Primary Sales
Markets
1. U.S. manufacturing base
in North Carolina
48,000 Under
construction
580.0 million
square metres
End of 2026 Production of
coated separators
U.S., Canada
2. Malaysia manufacturing
base in Penang
267,000 Under
construction
2.0 billion
square metres
First Half of
2027
Production of wet
process separators
and coated
separators
Malaysia
3. Sweden manufacturing
base in Eskilstuna
200,000 Under
construction
300.0 million
square metres
E n do f2 0 2 6 P r o d u c t i o no fw e t
process separators
and coated
separators
Germany,
France, South
Korea and
Spain
During the Track Record Period, our continuous expansion of production capacity in Chinese
Mainland has been driven primar ily by various factors. First, each of our production facilities in
Chinese Mainland has reached a relatively high le vel of utilisation, with annual utilisation rates
consistently reaching or exceeding 80% during the Track Record Period, one of the highest among
battery separator manufacture rs, according to Forest and Sulliv an. Secondly, we have witnessed
sustained growth in demand from our custom ers, necessitating the construction of new
manufacturing bases in Chinese Mainland. Lastly, when deciding on the location of our domestic
manufacturing bases, we prioritise factors such as raw material and product transportation costs,
construction expenses, customer proximity, and l ocal policy support. As a re sult, our manufacturing
bases are concentrated mainly in the Eastern and Southern China. Currently, we have five
manufacturing bases in Chinese Mainland, which w e believe is sufficient to meet domestic market
demand. Going forward, we intend to focus more on the planning and establishment of overseas
production bases.
We are currently building new manufacturing b ases in the U.S., Malaysia, and Sweden as part
of our global development strategy, mainly to address the practical needs of our international
customers. Establishing manufacturing bases in our customers’ local markets enables us to respond
more rapidly to their needs and strengthens our ab ility to provide tailored services that align with
local regulatory and market environments. In a ddition to mitigating the risks of U.S. trade
restriction, export control and tariff, the U.S. man ufacturing base is being developed to efficiently
and promptly serve local customers. We plan to ma nufacture coated separators locally to reduce
transportation time and costs, thus supporting o ur further expansion in the US market. Similarly,
the purpose of the Sweden base is to offer highly c ustomised and efficient services to our European
customers. In addition to coated separators, we wi ll also produce certain we t process separators at
this facility. Our decision to establish a producti on base in Malaysia is primarily because Malaysia
offers significant advantages in terms of construction expenses, labour costs, and raw material prices
compared to the western countries w here our customers are located.
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As advised by our PRC Legal Advisers, base d on the credits reports and compliance
confirmation letters issued by relevant govern ment departments and the PRC legal adviser’s
inquiries on the websites of the competent depa rtments in the public domain, during the Track
Record Period, we have materially complied wit h the rules and regulations in relation to the
commencement of operations of production lines a fter all their applicable requisite requirements
have been met within the time limit stipulated.
As advised by our U.S., Malaysian and Swedish l egal advisers, there are currently no foreign
investment restrictions on our organic growth or on conducting our own research and development
activities in the U.S., Malaysia or Sweden.
Rationale for Establishing Manufact uring Facilities in the U.S. and Malaysia
To satisfy the fast-growing demand from ou r overseas customers, we are building new
manufacturing facilities to expand our production capacity and to provide our target customers with
comprehensive services supported by localised s upply and supporting facilities, with our U.S. and
Malaysia bases under construction and expected to commence production from the end of 2026 to
the first half of 2027, respectively . We plan to proactively expand ou r overseas markets where selling
prices are generally more favour able than in the domestic market, which we expect to improve our
overall profitability.
Our decision to establish manufacturing presence overseas reflects the following interrelated
strategic objectives: (i) capturing growing ove rseas demand for battery se parators; (ii) enjoying
overseas pricing advant ages; (iii) mitigating geopolitical risks; (iv) diversifying our supply chain by
operating manufacturing facilities across multi ple geographies; (v) achieving cost efficiencies
through localised manufacturing in Malaysia and the U.S.; and (vi) improving proximity and
responsiveness to customers in target markets.
Growing Overseas Demand for Battery Separators
During the Track Record Period , our revenue from shipment destinations outside Chinese
Mainland increased from RMB469.2 million in 2 023 to RMB568.2 million in 2025. Our separator
product sales to the U.S., although relatively small, enjoyed rapid growth from RMB1.6 million in
2023 to RMB9.9 million in 2024 and RMB64.1 millio n in 2025, reflecting strong potential. Our
separator product sales to Southeast Asia amounted to RMB16.7 million, RMB35.3 million and
RMB10.2 million in 2023, 2024 and 2025, respectively , primarily representing small-scale sales to
local customers in the region.
According to Frost & Sullivan, the shipment sh are of battery separators outside China is
expected to double from 14.1% in 2025 to 31.1% in 2030, driven by increased local battery and
separator production capacities, rising NEV penetr ation, growing energy sto rage installations, and
the need to enhance supply chain res ilience, shorten logistics cycles, a nd meet increasingly stringent
local requirements. In particular, the U.S. is ex pected to be one of the fastest-growing markets for
battery separators, with its share increasing fro m 5.6% in 2025 to 6.6% in 2030. ESS added installed
capacity in the U.S. is projected to exceed 200 GWh by 2030, representing a CAGR of 31.9% from
2025 to 2030. These dynamics underscore the impor tance of establishing a local manufacturing
presence in the U.S. to efficiently and promptly serv e customers by reducing transportation time and
costs and enabling closer engagem ent during product qualificatio n. Regarding Southeast Asia,
according to Frost & Sullivan, from the demand side , production capacity of lithium-ion battery cell
in Southeast Asia is currently in a rapid ramp-u p and commissioning phase. As of the end of 2025,
except for the approximately 30 GWh of commission ed production capacity of lithium-ion battery,
the total planned capacity for power and energy storage batteries in Southeast Asia has exceeded 100
GWh, indicating significant future potential for l ocalized demand within the battery supply chain.
From the supply side, as the global battery supply chain deeply penetrates into Southeast Asia and
countries in this region accelerate the commissionin g of localised production capacities, shipment
volume of lithium-ion battery separators in Southe ast Asia is projected to maintain a rapid growth
trajectory. An increasing proportion of lithium-ion battery cell production capacity in Southeast
Asia will opt for localised raw material supplies. From 2025 to 2030, the shipment volume of
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lithium-ion battery separators in Southeast Asia is expected to increase from approximately 0.1
billion m2 to nearly 5.0 billion m2, at a CAGR of ove r 115%, establishing the region as a major
overseas manufacturing base for global lithium-ion battery separators industry.
In addition to the U.S. and European manufacturing bases, we have established our Malaysia
manufacturing base in Penang primarily as a cost-e fficient production hub to serve international
markets, leveraging Malaysia’s advantages in construction costs, labour costs and raw material
prices, as well as the favourable trade terms available to Malaysia as an ASEAN member state.
Overseas Pricing Advantages
Overseas average selling prices for battery separators are significantly higher than those in
Chinese Mainland. While the overse as expansion of Chinese manufacturers may create incremental
pricing pressure over time, the ty pically longer overseas supplier qualification and certification
processes and the higher switching costs involved create meaningful barriers to competition that
support a sustained price premium for establishe d suppliers. Establishing local manufacturing
capacity in the U.S. and, through our Malaysia base, serving other international markets, is
therefore an important means of securing and d eepening relationships with existing overseas
customers, participating in new customer qualif ication processes, and capturing higher-margin
business opportunities. We believe that expanding our production capacity overseas will strengthen
our ability to improve our overall profitability.
Geopolitical Risk Mitigation
Our battery separator products exported fr om the PRC to the U.S. during the Track Record
Period were subject to tariffs. See ‘‘Business — Tar iffs, Trade Restrictions and Export Controls.’’
With the growth of our U.S. business and the evolvin g trade policy environment, local production in
the U.S. has become an increasingly important elem ent of our long-term strate gy. The establishment
of the U.S. manufacturing base is intended, among other things, to mitigate the risks associated with
U.S. trade restrictions, export controls and tariffs, and to enable us to efficiently and promptly serve
local customers by manufacturin g coated separators locally.
The Malaysian facility is strategically position ed to serve customers across Southeast Asia and
other ASEAN member states, as well as other international markets. Malaysia’s membership in
ASEAN facilitates favourable trade terms for the import of raw materials from Chinese Mainland
and other countries, and also enables the export o f finished products to other ASEAN member states
on preferential terms, further enhancing the cost competitiveness and market reach of our Malaysian
operations.
Supply Chain Diversification
By operating manufacturing facilities across mul tiple geographies includ ing Chinese Mainland,
Malaysia, the U.S. and Sweden, we are building a mo re resilient and diversified supply chain that
enhances our overseas business capabilities, enables timely customer support worldwide, and reduces
our exposure to any single jurisdiction’s regulatory , geopolitical or logistical risks. This approach is
consistent with the broader industry trend, as noted by Frost & Sullivan, of pursuing local
production to enhance sup ply chain resilience, shorten logis tics cycles, reduce costs, and meet
increasingly stringent local requirements.
Cost Efficiencies
Our decision to establish a production base in Malaysia is primarily because Malaysia offers
significant advantages in terms of construction expenses, labour costs, and raw material prices
compared to the western countries where our custo mers are located. Local U.S. production is also
expected to reduce transportation time and costs for our U.S. and Canadian customers.
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P r o x i m i t yt oC u s t o m e r s
Our U.S. manufacturing base, currently under c onstruction in North Ca rolina, will produce
coated separators with primary sales markets in th e U.S. and Canada. The base is being developed to
enable faster response to customer needs and to provide tailored services aligned with local
regulatory and market environments. Our Malaysia manufacturing base, under construction in
Penang, Malaysia, is strategically positioned to serve customers across Southeast Asia and other
ASEAN member states, as well as other internation al markets. Proximity to customers reduces lead
times and enables our technical teams to work more closely with customers during product
qualification and after-sales service, which is parti cularly important given the extended qualification
periods typical in the battery separator industry.
Production Volume
During the Track Record Period, we have contin ually expanded our production capacity to
meet the growth in demand for our products, follo wing our expansion strategy and international
market demand forecasts. We determine our production capacity plans and identify capacity
shortfalls based on product delivery plans derive df r o mm a r k e td e m a n da n a l y s i si nt h er e g i o n sw e
operate in.
The table below sets forth the designed product ion capacity, actual production volume and
utilisation rate of our lithium-ion battery sepa rator production lines in 2023, 2024 and 2025.
For the year ended 31 December
2023 2024 2025
Designed Production
(1) Capacity (m 2 in
millions) 2,923.5 4,475.8 5,687.9
Actual Production Volume (m 2 in millions) 2,589.3 4,045.9 4,584.7
Utilisation rate (%) (2) 89 90 81 (3)
Notes:
(1) Production capacity is calculated based on the actual o perating days of each product ion line in each year during
the Track Record Period, operating at eight hours per day. The annual production capacity of our Shenzhen
manufacturing base is calculated on a pro rata basis to reflect the cessation of production at that base in the last
quarter of 2025. Following the cessation of production at our Shenzhen manufacturing base, our aggregate
annual designed production cap acity decreased to 5,472.3 million m
2.
(2) Utilisation rate is calculated by di viding the production volume of a given year by the production capacity of the
same year.
(3) Our utilisation rate for the year ended 31 December 2025 was slightly lower than that of the year ended 31
December 2024, primarily due to (i) the additional production capacity brought by the newly commissioned
Foshan manufacturing base and (ii) the cessation of pro duction at our Shenzhen manufacturing base in the last
quarter of 2025 in considerations of downstream demand trends and cost efficiency.
During the Track Record Period, we did not experience any material disruptions in production
lines and any work-related accidents.
Equipment and Machinery
Our manufacturing equipment and machinery are essential for enhancing product quality and
cost competitiveness. The main equipment and m achinery used in our manufacturing bases are
self-owned. The table below set forth certain information about our main production equipment:
Machine Name Key Features Usage
Casting Machine –1250/1500/
2150
. High single-machine output
efficiency
. With five self-developed patents
. Used for plasticising raw materials
through extrusion
. Melts the raw materials, extrudes them
through the die head, and casts them as
sheets onto steadily rotating rollers to
form cast film rolls
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Machine Name Key Features Usage
Integrated Thermal Treatment
and Stretching Machine
. Improves production efficiency,
achieves uniform thermal
treatment effects
. With three self-developed patents
. Stretches the composite base film at low
temperatures to form micro-defects
after heat-treating the composite base
film
. Performs high-tempe rature stretching to
expand the micro-defects, forming a
porous separator
High-Speed Slitting Machine . High efficiency of 200 metres per
minutes
. With five self-developed patents
. Cuts large, wide separators into
specified sizes for shipment under room
temperature
Wet Process Extraction Tank . High efficiency
. With two self-developed patents
. Uses volatile organic solvents that are
compatible with pore-forming agents as
extractants to remove these agents from
the oil film, followed by heating and
drying to obtain an extracted separator
White Oil Recycling System . Environmentally friendly
. Facilitates resource reuse
. With two self-developed patents
. Treats mixed liquids generated during
production for reuse
Exhaust Gas Recovery System . Environmentally friendly
. With three self-developed patents
. Ensures gases genera ted during system
operations meet the relevant emission
standards
Double-Sided Coating Line . High efficiency
. Enhances performance
. With four self-developed patents
. Coats the surface of the base film to
improve product performance
Oil Coating Line . Enhances product performance
. With three self-developed patents
. Applies functional coatings to enhance
product performance
Edge Collection Machine . High stability
. With two self-developed patents
. Collects edge waste generated during
production for winding and disposal
QUALITY MANAGEMENT
We adopted a stringent production control syst em to maintain the effectiveness of our business
operation and the quality of our products. W e have established a comprehensive quality
management system, which had obtained ISO 9001 quality management system certification, and
implemented MES system to monitor product process quality. Our Directors believe that an effective
control system is essential for us to produce products in high quality and sustain our relationship
with customers for the long-term.
As at 31 December 2025, our Group had 987 quality control staff, who are responsible for
quality control in various aspects, including inco ming raw materials quality control, SMT control,
overall quality control, assembly process, finished products. Our quality control department is
responsible for identifying quality control issues and providing solutions to address such issues.
Product quality is vital to our business, since any p otential quality defect may cause significant
risks to customers who apply our products to their lithium-ion batteries. The consistency in our
product quality and our ability to satisfy customis ed needs are the driving force to the rapid growth
of our business. We have implement ed a comprehensive and stringent quality management system to
ensure that we comply with app licable industry and national standards and regulations. We
maintains product liabilities insurance in relation to product quality issues. See ‘‘ Risk Factors —
Risks Relating to Our Business and Industry — We may be subject to risks associated with our product
quality. ’’ During the Track Record Period, we have not re ceived any material complaints relating to
product quality, and we had not experienced any material accidents due to product defects or
recalled any products.
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WAREHOUSING AND LOGISTICS
Warehousing
Our warehouse management personnel maintain policies in relation to warehouse management.
We separate our warehouse into three segments: th e finished product warehouse, work-in-progress
warehouse and the raw and auxiliary materials ware house, each equipped with the required lighting,
ventilation, temperature and humidity level. We sto re raw materials, work-in-progress and finished
products separately according to their properties and usages to prevent mix-up of materials and
products and ensure their safety and quality.
In October 2025, during a routine inspection, the Group identified equipment malfunctions in
certain air conditioning units at several of its sto rage facilities at the Nantong manufacturing base.
These malfunctions temporarily compromised the r equired temperature and humidity conditions in
the affected storage areas, rendering certain inven tories of battery separator products unsaleable. As
a result, the Group recognised a loss on write-off of inventories of approx imately RMB29.7 million
in the year ended 31 December 2025. Following the inc ident, the Group has (i) strengthened regular
inspections of the air conditioning units an d timely replacements upon identification of
abnormalities; and (ii) strengthened its periodi c monitoring of temperature and humidity levels
across all storage facilities and en hanced its preventive maintenance programme for air conditioning
and environmental control equip ment to reduce the risk of similar inc idents occurring in the future.
Logistics
We engage qualified third-party logistics service providers for the delivery of all finished goods
from our warehouses to locations specified by our cu stomers. We select logistics service providers
based on their reputation, scale of operations, tra ck record and price. We set strict standards for the
transportation of our products and conduct regular evaluations to ensure compliance and efficient
delivery. The salient terms of agreements with our thi rd-party logistics service providers typically
includes the following:
. Duration: generally one year.
. Pricing: the logistics costs are generally calculated based on the quantity of goods and the
transportation distance.
. Insurance and compensation for product da mage: the third-party logistics service
providers shall purchase insurance, and compensate for product damage that is caused
by them when products are under their control.
. Termination: the agreement may be terminated by either party with prior written notice.
During the Track Record Period and up to the La test Practicable Date, we did not experience
any material disruption in the delivery of our prod ucts or suffered any loss due to late delivery or
mishandling of products by our lo gistics service providers.
INVENTORY MANAGEMENT
Our inventory mainly includes raw materials, work-in-progress and finished products. We have
established a digitalized inventory management system to monitor our warehousing process. Raw
materials are separately stored in different area s at the warehouse according to their respective
storage condition requirements, properties and u sages. Pursuant to our protocols, we regularly
review the condition of our inventories.
To minimise any potential interruptions to our o perations, we seek to maintain a reasonable
inventory level in response to changes in custome r demand and fluctuations of raw material prices.
We determine the required inventory level for raw ma terials based on the historical sales volume and
the current production volume and evaluate and optimise the inventory level frequently with
reference to a number of factors, such as procurem ent cycles, market conditions and our R&D plans.
We also take into consideration factors that are beyond our control, including international
relations and supply chain, and may strategically increase our inventories should the need arise.
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TARIFFS, TRADE RESTRICTIONS AND EXPORT CONTROLS
We are subject to risks associated with internat ional trade policies, trade restrictions and
export controls. See ‘‘Risk Factors — Risks Relat ing to Our Business and Industry — We are subject
to risks associated with international trade poli cies, geopolitics and trade protection measures,
export control and economic or trade sanctions.’ ’ The Directors are of the view that tariffs and trade
restrictions have not had, and are not expected to have, any material adverse effect on our business,
financial condition or results of operations.
With respect to export controls, the Directors a re of the view that the export control measures
currently in effect have not had, and are not exp ected to have, any material adverse effect on the
Group’s business, financial condition or results of operations. The Group does not rely on imports
of goods, technologies or components from the U.S . in its manufacturing operations. During the
Track Record Period, the Group’s purchases fr om the U.S. amounted to nil, RMB11.8 million and
RMB292.5 million in 2023, 2024 and 2025, respectiv ely, comprising primarily infrastructure
materials and manufacturing equipment procur ed in connection with the construction of the
Group’s U.S. manufacturing base, rather than r aw materials or technologies used in the Group’s
production processes. The Group’s principal raw materials are sourced primarily from Chinese
Mainland and South Korea, and its core manufact uring technologies have been independently
developed in-house. The Group has a wide range of alternative domestic and overseas sources for
such materials and does not depend on U.S.-sour ced intellectual property or technology in the
development or production of its lithium-ion battery separators. Acco rdingly, the Group’s
operations are not materially exposed to restr ictions on the export of U.S.-origin goods or
technologies.
With respect to tariffs, our battery separato r products exported from the PRC to the U.S. and
t h eE Ud u r i n gt h eT r a c kR e c o r dP e r i o dw e r esubject to tariffs. Our U.S. and EU Tariffs Legal
Adviser has advised that our direct exports to the U.S. were subject to a tariff rate of 29.2% in 2023
and 2024. In 2025, total cumulative U.S. tari ffs generally increased to a maximum of 49.2%,
although there were fluctuations throughout the ye ar due to varying IEEPA fentanyl- and reciprocal
tariff rates. On the other hand, EU tariffs on batte ry separator products remained stable during the
Track Record Period at 6.5%. As of the Latest Practicable Date, the U.S. tariff rate decreased to
39.2% due to the cancellation of IEEPA fentanyl and reciprocal tariffs and the imposition of 10%
Section 122 tariffs, while and EU tariff rates rema ined 6.5%. While the EU e nacted countervailing
duties on Chinese-origin battery electric vehicles in late 2024, such duties did not extend to upstream
battery components, including separators.
As advised by our U.S. and EU Tariffs Legal Advis er, our Directors’ assessment is based on the
following: (i) our direct exposure to the U.S. m arket remains limited, as the sales to the U.S.
represented only a small proportion of our tota l revenue; during the Track Record Period, we
primarily sold coated separato r products to the U.S., with sales to the U.S. amounting to RMB1.6
million, RMB9.9 million and RMB64.1 m illion in 2023, 2024 and 2025, re spectively, representing
0.05%, 0.3% and 1.6% of our total revenue during the same periods; (ii) our products are battery
separators rather than electric vehicles, and are therefore not subject to the EU tariffs imposed on
Chinese-origin battery electric vehicles; (iii) our sales to the EU amounted to RMB136.6 million,
RMB99.3 million and RMB186.7 million in 2023, 2024 a nd 2025, respectively, representing 4.6%,
2.8% and 4.6% of our total revenue during the sam e periods, while EU tariffs remained relatively
low and stable during the Track Record Period; (iv ) our customers generally bore the tariff payments
as part of their payment arrangements with us; and (v) we are constructing overseas manufacturing
bases (including manufacturing bases in the U.S. and Europe), which, upon commencement of
operations, will enable us to serve local and regio nal customers through localised production,
thereby mitigating the impact of trade restriction s and tariffs over time. The Company confirms that,
during the Track Record Period and up to the Late st Practicable Date, it has not experienced any
material order cancellations or fluctuations in r evenue, gross profit margins, business financial
condition or overall results of operations as a re sult of the imposition of tariffs by the U.S. or the
EU.
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Based on the above, the Sole Sponsor concurs that tariffs, trade restrictions and export controls
have not had during the Track Record Period and up to the Latest Practicable Date, and are not
expected to have, any material adverse effect on the G roup’s business, financial condition or results
of operations.
EMPLOYEES
We believe that our professional workforce is the driving force of our long-term growth. As at
31 December 2025, we had 5,113 full-time employee s. Substantially all of our employees were in the
PRC. The table below sets forth the number of our employees by function as at 31 December 2025.
Number of
Employees
Function
Production 3,448
R&D 699
Administrative 841
Sales and marketing 66
Financial 59
Total 5,113
We enter into standard labour contracts with our employees. We also enter into standard
confidentiality and non-compete agreements w ith our senior management and key technical
employees.
Our success depends on our ability to attract, re tain and motivate qualified personnel. We
recruit our employees based on a number of factors such as their work experience, educational
background and our vacancy needs. Our recruiting efforts include online recruiting, internal referral
and, to a lesser extent, on-campus recruiting and use of professional recruiters. We provide pre-job
and on-the-job training to our employees to equip them with requisite skills and knowledge for their
positions.
We believe we offer our employees competitive compensation packages and an environment
that encourages initiative. The remuneration payab le to our employees includes salaries, allowances
and discretionary bonus. We conduct periodic performance review for our employees and their
remuneration is based on factors including qualific ations, contributions, years of experience and
performance.
Dispatched Staff
During the Track Record Period, we occasionally engaged employment agents to provide us
with dispatched workers to cope with the production demands. See ‘‘— Legal Proceedings and
Compliance — Legal Compliance — Legal Complianc e of Dispatched Labour’’ for details. We paid
service fees to the employment agent for hiring s uch staff, and the benefit expenses and other
applicable costs such as social insurance and housing funds were borne by the employment agent.
The salient terms of our Labour Dispatch Colla boration Contract with the employment agents
typically includes the following:
. Basic information: Name and nature of the job position, working location, number of
individuals dispatched and term of the dispatch arrangement.
. Scope of services. Employment agents shall provide qualified outsourced personnel
according to our schedule, ensure medical clearance with genuine reports, handle training
and assessments, deploy personnel to our desig nated location, manage all matters related
to the outsourced staff during their assignment and provide other reasonable services in
relation to the labour dispatch.
. Pricing. We apply different hourly-based salary ra tes for dispatched personnel depending
on their specific roles.
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. Duration. The typical contract duration ranges from one to three years.
. Recruitment standards. Employment agents must not use improper means to recruit labour
dispatch personnel.
. Termination. Either party may terminate the agreement in advance under the specific
circumstances, such as natural disasters, stip ulated in the contract with the notice period
upon negotiation.
Our PRC Legal Adviser is of the view that the terms above in the labour dispatch arrangement
does not violate prohibitive provi sions on labour dispatch of the PRC.
We have implemented comprehensive internal p olicies and monitoring procedures to ensure
ongoing compliance with applicable labour dispatch laws and regulations, including requirements on
the maximum permissible proportion of dispatch wor kers relative to total employees. Such policies
and procedures include: (i) mainta ining a centralised register of all d ispatch workers, including their
respective dispatch agencies, contract terms, and a ssigned positions; (ii) conducting quarterly audits
of workforce composition by our human resources department to verify th at the proportion of
dispatch workers does not exceed statutory threshold s; (iii) establishing an internal approval process
requiring sign-off from the human resources direct or to engaging additional dispatch workers; (iv)
providing regular training to hiring managers on applicable labour dispatch regulations and internal
compliance requirements; and (v) preparing and submitting periodic compliance reports to senior
management. In addition, we have designated a compliance officer responsible for monitoring
changes in labour dispatch regulations and updating our internal policies accordingly.
We have not had any material labour disputes wi th our employees which might materially and
adversely affect our business operations durin g the Track Record Period and up to the Latest
Practicable Date.
PROPERTIES
Headquartered in Shenzhen, China, we own and lease properties in the PRC and overseas for
the use of production facilities, warehouses and offices. Pursuan t to Rules 5.01A and 5.01B of the
Listing Rules, if the carrying amount (as defined i n Rule 5.01(1) of the Listing Rules) of a property
interest (as defined in Rule 5.01(3) of the Listing R ules) that forms part of an applicant’s property
activities is or is above 1% of the applicant’s total asset, the prospectus must include the full text of a
valuation report for such property interest. As of 31 December 2025, being the date of the most
recent audited consolidated statements of the financial position of our Group, (i) the carrying
amount of our investment property exceeded 1% of our total assets; and (ii) no single property
interest that forms part of our non-property activities has a carrying amount of 15% or more of total
assets. Save for the properties as set out in the Pr operty Valuation Report in Appendix III to this
prospectus, all of the above properties are used for non-property activities as defined under Rule
5.01(2) of the Listing Rules. Please see ‘‘Appendix III — Property Valuation Report.’’
Owned Properties
As at 31 December 2025, we owned the land use rights of 18 parcels of land in Chinese
Mainland and overseas, with a GFA of approximate ly 1.4 million square metres in aggregate. We use
these properties as premises for production, wa rehousing, offices, R&D and other ancillary
purposes. As at the Latest Practicable Date, our rights to use such construction land were lawful and
valid, and there were no disputes or potential disputes over the ownership of such land.
As at 31 December 2025, our Company and the major subsidiaries in Chinese Mainland owned
the land use right of 16 parcels of land in Chine se Mainland, with a GFA of approximately 0.7
million square metres in aggregate. T he properties are primarily used for production, warehousing,
R&D and office purposes. Three properties constructed on those parcels of land with a GFA of
approximately 390.0 square metres have not obtaine d property ownership certificate, as they were
built due to our actual needs, which were out of the original construction planning scope. The
properties are used as garbage rooms and warehouses, which are highly replaceable. We are
currently going through the corresponding procedur es to obtain the property certificate. However,
as a result of historical reasons, it would be difficult for us to obtain the certificates of these
properties in Chinese Mainland. As advised by our PRC Legal Adviser, the potential consequences
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of not obtaining the real estate ownership certificates include being ordered by the competent
authorities to make corrections within a presc ribed time limit, demolish the buildings within a
specified period and impose a fine of up to 10% of the construction cost.
Our PRC Legal Adviser is of view that the above circumstances are not expected to have any
material adverse impact on our business and results of operation based on (1) the total floor area of
these buildings amounts to approximately 390.0 squ are metres, which is a relatively low proportion;
(2) the specific uses of these buildings include waste disposal rooms and warehouses, which are
highly replaceable; and (3) the Credit Report of Nantong Senior and Hefei Senior, which indicates
no record of violations in the fields of natural resources, housing, or urban and rural construction.
As at 31 December 2025, we owned one property with approximately 267,215 square metres in
aggregate in Malaysia and one property with app roximately 170,000 square metres in Sweden. We
use our property in Malaysia and Sweden as product ion facilities, warehousing and offices. The titles
to above-mentioned properties are legal and valid , and there are no disputes or potential disputes
over our ownership. Our Malaysian and Swedis h legal advisers are of the view that there are
currently no legal impediments, nor are any antici pated in the future, that would prevent us from
obtaining any new or replacement land own ership certificates, if applicable.
Leased Property
As of Latest Practical Date, our Company and the major subsidiaries leased four properties in
the Chinese Mainland for warehousing and pro duction purpose, with a GFA of approximately
179,302 square metres in aggregate, of which all applicable properties have been registered with the
local housing authority registry. As at 31 Dece mber 2025, our company and major subsidiaries
leased three property overseas in the U.S., Swed en and Singapore, with a GFA of approximately
86,413 square metres in aggregate. Specifically , we lease properties in the U.S. and Sweden for
production purpose, with approximately 49,723 squ are metres and 36,423 square metres separately.
Our properties in Singapore were used as offices, with approximately 277 square metres in aggregate.
The leases overseas generally have a term ranging from two to twelve years.
INTELLECTUAL PROPERTY
We rely on our proprietary technologies and production know-hows to maintain our
competitive position in the markets in which we op erate, and we generate intellectual properties
through our extensive R&D activities. We seek to prot ect our intellectual properties and proprietary
rights primarily through intellect ual property laws, relying on a comb ination of patents, trademarks,
trade secret and other forms of intellectual pro perty protection in Chinese Mainland and other
countries.
As at 31 December 2025, we have applied for a total of 1,026 patents, including 298 overseas
patents. We have obtained 490 valid patents, includ ing 204 authorised invention patents (including
90 overseas invention patents) and 286 authoris ed utility model patents. As at 31 December 2025, we
have held a total of 31 valid trademarks. Since 31 December 2025 up to the date of this prospectus,
there has not been material change in our intellectual property rights.
Our general patent policy is to apply for paten ts on an ongoing basis in Chinese Mainland and
other relevant jurisdictions, on patentable developments that are considered to have commercial
significance. Our portfolio of patents covers our proprietary technologies used in raw material
formulations, manufacturing processes and manufacturing equipment.
We place great emphasis on the protection of intellectual property rights. We have a robust
intellectual property management system, which ensures the technological advantages of our
products. We strictly follow GB/T29490–2013 ‘‘Intellectual Property Management Specification’’ to
monitor and protect our intellectual property rights and ensure the operation of our intellectual
property management system.
We have established an intellectual property management office in charge of the overall
management of intellectual property rights, with other teams cooperating with the intellectual
property office to manage intell ectual property-related matters. In addition, we have appointed
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designated personnel to su pervise intellectual property management, review intellectual property
management manuals and procedural documents. Ou r Chairman approves the intellectual property
policies formulated by the intellectual property m anagement office, which subsequently reviews the
suitability of our intellectual property policie s on a regular basis. The intellectual property
management office regularly trains our staff on the importance of intellectual property and the laws
and regulations relating to intelle ctual property. In addition, we require our R&D employees to enter
into confidentiality agreements, which prohibit th em from disclosing our proprietary information or
technology and from taking relev ant positions at competing companies after terminating their
employment with us. Furthermore, we have adopted an encryption system in our manufacturing
processes which prevents unauthorised leakage and plagiarism of our intellectual property.
LICENCES AND APPROVALS
During the Track Record Period and up to the Latest Practicable Date, we had obtained all
licences, approvals, permits and certificates that are material and necessary for our business
operations in jurisdictions where we operate, and s uch licences, permits, approvals and certificates
are valid and subsisting.
During the Track Record Period and up to the Late st Practicable Date, we had not experienced
any difficulty in obtaining or applying for renew al of all necessary licences, permits and approvals
that would have a material and adverse effect on our operations. We do not expect any impediment
in renewing our material licences, permits and appr ovals as they expire in the future that would have
a material and adverse effect on our operations.
The table below sets forth details of our material licences and permits:
No. Entity Name of the licence, approval or permit Expiry date
1 Our Company Pollution Disch arge Permit 30 August 2028
2 Our Company Record registr ation form of foreign trade
dealers
N/A
3 Our Company Registration Certificate of Customs
Declaration Unit
N/A
4 Our Company Self-Care Inspection Enterprise Record
Registration Certificate
N/A
5 Hefei Senior Pollution Dis charge Permit 2 August 2028
6 Hefei Senior Record registration form of foreign trade
dealers
N/A
7 Hefei Senior Registration Certificate of Customs
Declaration Unit
N/A
8 Hefei Senior Record Form of Entry and Exit N/A
Inspection And Quarantine Application
Enterprise
9 Changzhou Senior Fixed Pollution Discharge Registration
Receipt
17 October 2028
10 Changzhou Senior Record registration form of foreign trade
dealers
N/A
11 Changzhou Senior Receipt of Customs Record of Consignee
or Consignor of Import and Export
Goods
N/A
12 Jiangsu Senior Fixed Pollution Discharge Registration
Receipt
11 January 2027
13 Jiangsu Senior Record registration form of foreign trade
dealers
N/A
14 Jiangsu Senior Receipt of Customs Record of Consignee
or Consignor of Import and Export
Goods
N/A
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No. Entity Name of the licence, approval or permit Expiry date
15 Nantong Senior Record registration form of foreign trade
dealers
N/A
16 Nantong Senior Receipt of Customs Record of Consignee
or Consignor of Import and Export
Goods
N/A
17 Foshan Senior Customs Registration Certificate N/A
18 Foshan Senior Pollution Discharge Permit 14 November 2029
AWARDS AND RECOGNITIONS
We have received numerous awards and recognit ions for our brand, bu siness operations,
products, intellectual properties and corporate responsibility achievements. The table below sets
forth a summary of significant awards and recogni tions related to our Group in 2023, 2024 and 2025.
Year Awards/certifications Awarding body
2024 First Prize of State Science and
Technology Progress Award ( 國家科
學技術進步獎一等獎)
State Council of the People’s Republic of
China ( 中華人民共和國國務院)
2024 Enthusiastic Contribution Award
(2024 年度熱心貢獻獎)
Shenzhen Polymer Industry Association
(深圳市高分子行業協會)
Sixth Innovation Award of Polymer
Industry ( 第六屆高分子行業創新獎)
Shenzhen Polymer Industry Association
(深圳市高分子行業協會)
Second Prize of Science and
Technology Progress of Guangdong
Province ( 廣東省科技進步
獎二等獎)
Government of Guangdong Province ( 廣
東省人民政府)
2023 First Prize of Science and Technology
Progress of Ministry of Education
(教育部科技進步一等獎)
Ministry of Education of the People’s
Republic of China ( 中華人民共和國教
育部)
First Prize of Technological Invention
(科技發明獎一等獎)
China Petroleum and Chemical Industry
Federation ( 中國石油和化學工業聯合
會)
20th Shenzhen Famous Brand ( 第二十
屆深圳知名品牌)
Shenzhen Famous Brand Evaluation
Committee ( 深圳市知名品牌評價委員
會)
Clean Benchmark Technology Award
(清新標桿技術獎)
Advanced Battery Materials Industry
Cluster ( 先進電池材料產業集群)
Certificate of Scientific and
Technological Achievement
Evaluation: International Advanced
Level ( 科學技術成果評價證書：國際
先進水平)
Guangdong Materials Research Society
(廣東省材料研究學會)
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Year Awards/certifications Awarding body
Certificate of Scientific and
Technological Achievement
Evaluation: International Leading
Level ( 科學技術成果評價證書：國際
領先)
Sichuan Institute of Scientific and
Technological Information ( 四川省科學
技術信息研究所)
COMPETITION
Promoted by favourable regulatory policies and rapid development in downstream application
scenarios, the global battery separator market h as achieved a remarkable growth in total shipment
volume in recent years. According to Frost & Sulli van, the market size of global battery separator
industry by shipment volume increased from 10.9 billion m 2 in 2021 to 40.3 billion m 2 in 2025 at a
CAGR of 38.7%. In 2025, Chinese Mainland had the largest shipment volume of battery separator
in the world, accounting for around 85.9% of the market in major countries. As global demands
increase, in the future, the share of battery se parator shipments outside Chinese Mainland is
expected to rise significantly from 14.1% in 2 025 to 31.1% in 2030, reflecting a CAGR of 45.1%.
We operate in concentrated markets and ar e subject to competition from separator
manufacturers around the worl d. According to Frost & Sullivan, the total shipment volume of
global battery separator industry r eached approximately 40.3 billion m
2 in 2025, with the top five
market players accounted for approximately 67.2% of the total shipment volume of global battery
separator market. In 2025, our Group ranked seco nd in the global battery separator market and
accounted for 11.6% of the market share. In Chinese Mainland, the total shipment volume of battery
separators reached approximately 34.6 billion m 2 in 2025, according to Frost & Sullivan, with the
top five market players accounted for approximately 78.1% of the total shipment volume of Chinese
Mainland battery separator market. In 2025, our Group accounted for a market share of
approximately 13.5%, and ranked second in the Chi nese Mainland battery separator market. For
more information on the competitive landscape of our industry, see ‘‘ Industry Overview ’’ for details.
With the introduction of new technologies an d entry of new market participants, we expect
competition to continue to intensify in the future. However, leveraging our strong R&D capabilities,
production capacities, core technology advantage s, global strategic layout, proven go-to-market
strategies, established and extensive custome r and supplier relationships, we believe we are
positioned favourably in market competition.
Measures and Business Strategies to Address Overcapacity and Competition
To mitigate the impact of overcapacity and inte nse competition in the market, the Group has
adopted a comprehensive business strategy compr ising the following core measures. We believe that
the comprehensive business stra tegies set out below have contributed to an improvement in the
Group’s gross profit margin in the three mont hs ended 31 March 2026 as compared to the same
period in 2025. In particular, the G roup’s strategic shift towards h igher-margin coated separator
products vis-a-vis the dry separator products, the implementation of more differentiated pricing as
market conditions in the coated b attery separator market began to stabilise, and the increase in
average selling prices across all product categories in the first qu arter of 2026 have collectively
supported a recovery in profitability. As a result, the Group’s gross profit margin showed signs of
stabilisation for the three months ended 31 March 2026 as compared to the three months ended 31
March 2025 :
. Diversification and expansion of customer base overseas
We are systematically expanding our intern ational presence by establishing overseas
manufacturing bases, including manufacturin g bases in the U.S., Sweden, and Malaysia. This
approach not only enables us to serve international customers more efficiently by localising
production but also reduces dependence on any single market, thereby dispersing risk across
diverse geographic areas. Benefiting from this strategy, our overseas revenue increased from
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RMB401.0 million in 2024 to RMB568.2 million in 2 025, while our overseas sales volume grew
from 223,072 thousand m 2 in 2024 to 335,819 thousand m 2 in 2025. Through actively
cultivating long-term relationships with bot h global and local customers, and providing
tailored, region-specific solutions, we seek s to address fluctuating domestic demand and
alleviate the effects of overcapacity in its original markets.
. Continued investment in research and development (R&D) and innovation
We have made significant and ongoing investments in R&D with the aim of driving
technological advancement and product diff erentiation. By developing new proprietary
technologies, enhancing product quality, and introducing advanced features that meet
evolving customer needs, we are able to maintain a competitive edge even under market
saturation. Innovation allows us to move up the value chain, targeting p remium segments, and
offering customised solutions that command high er margins. This strategic focus on innovation
also helps us to respond proactively to emerging market trends and regulatory changes.
. Optimisation and upgrading of production capacity
To better align our production capacity with market demand and industry trends, we are
optimising and upgrading our manufacturing foo tprint and product mix. In light of the ageing
of certain production lines and an adjustment to the focus of our product portfolio, in the
fourth quarter of 2025 we closed our Shenzhen manufacturing base and commenced operations
at our Foshan manufacturing base. The Foshan manufacturing base primarily focuses on the
production of wet process separators and coate d separators. It is equipped with wet process
production lines with increased equipment width and higher annual designed production
capacity per line compared to our previous facilities, which is expected to further enhance our
overall production efficiency, improve our cost structure and strengthen our competitiveness in
an environment of overcapacity.
Product Differentiation and Competitive Positioning
The Group’s products are differentiated fro m those of its peers in several key respects:
. Technological innovation: we leverage in-h ouse R&D capabilities to launch innovative
products, such as fifth generation wet proce ss separators and other forward-looking
products, which are designed to provide supe rior performance, safety, and efficiency.
. Customisation and service: we offer tailored product soluti ons with higher profitability
and technical support to meet specific client requ irements across different regions, helping
to build close, long-term customer relationships.
. International production network: With future manufacturing bases spanning Asia,
North America, and Europe, we can deliver timely, cost-effective products to local
markets, which enhances custo mer satisfaction and loyalty.
Strategies for Future Competition
Looking ahead, we intend to strengthen our position by further investing in overseas markets
and continuously upgrading its product portfolio. We plan to:
. Accelerate the establishment and ramp-up of overseas manufacturing bases to access new
markets and reduce logistics costs. By manuf acturing lithium-ion separator products
closer to end-users, we can significantly re duce transportation t ime and costs, minimise
supply chain risks, and improve responsive ness to market changes. This approach also
supports our ability to capture growth opportunities in emerging markets and enhance its
competitive positioning on a global scale.
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. Broaden and deepen collaborations with strat egic customers globally. we plan to engage
proactively with both existing and potential c ustomers worldwide. This includes forming
long-term cooperation agreements, co-devel oping customised products to fit customised
requirements, and providing dedicated technical support. Through regular
communication and partnership-buildin g with leading players in the NEV, energy
storage facilities and consumer electronics sectors, we aim to strengthen customer
loyalty, increase its share of client pr ocurement, and drive joint innovation.
. Maintain leadership in rele vant technologies through sus tained R&D investment and
close monitoring of industry trends. we plan to further develop our well-established
three-pronged innovation ecosystem, upgrading internal R&D mechanism, expanding the
R&D team with specialists that possess cro ss-disciplinary expertise, and enhancing
collaborations between industry, academia and research institutions.
. Pursue operational excellence and efficiency to ensure cost competitiveness. We will focus
on optimising our manufacturing processes, adopting lean production practices, and
leveraging automation and dig ital technologies. This will help to improve output quality,
streamline supply chains, and lower producti on and operational expenses. Regular review
and enhancement of operational protocols will be integral to minimising inefficiencies and
maximising resource utilisation.
Measures to Stabilise Gross Profit Margin
Our gross profit margin amounted to 43.3%, 28.1% and 21.7% in 2023, 2024 and 2025. To
stabilise our gross profit margin, we in tend to take the following measures:
. Gradually increase product prices
We plan to adjust the selling prices of our produ cts, taking into account relevant market
conditions, customer demand and our competitors’ pricing strategies. We intend to optimise
our pricing mechanism by actively adjusting pr ices of our battery separator products, while
maintaining long-term and stable relationshi ps with our major customers by improving our
product quality. For example, as market conditi ons in the industry, in particular the coated
battery separator market, began to stabilise in t he first quarter of 2026, we successfully seized
the opportunity to refine our product mix and implement more differentiated pricing, which
supported an improvement in our profitability in the same quarter.
. Optimise our product mix
We intend to optimise our product portfolio by gradually increasing the proportion of
coated separator products vis -a-vis dry process separator p roducts. The coating process
generally significantly increase the thermal stab ility, anti-oxidation, adhesion and safety of the
base film and thus improve the performance an d safety features of the batteries. Thus, our
coated separator products generally have higher gross profit margins than dry process
separator products. See ‘‘ Financial information — Description of Principal Consolidated
Statements of Comprehensive Income Items — Gross Profit and Gross Profit Margin. ’’
. Proactively expand our overseas markets
We plan to proactively expand our overseas markets, where the selling prices of our
products are generally more favourable than in the domestic market. According to Frost &
Sullivan, as domestic overcapacity intensifies , Chinese separator manufacturers have begun
expanding overseas, which may exert incrementa l pricing pressure on overseas markets over
time. However, the supplier qualification and ce rtification process required by downstream
battery manufacturers is typically longer in overseas markets as compared to domestic
customers, and the resulting high switching cost s create meaningful barriers to competition that
support the price premium. We intend to broaden our overseas customer base, increase direct
sales to overseas customers and strengthen our c ooperation with leading international battery
manufacturers.
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INSURANCE
We have in place the mandatory insurance policies required by PRC laws and regulations and
in accordance with the commercial practices in ou r industry. We maintain property risks insurance
to protect the loss of fixed assets such as machinery, equipment and inventory due to events such as
theft and natural disasters. Our em ployee-related insurance consist s of pension insurance, maternity
insurance, unemployment insurance, work-related injury insurance, medical insurance and housing
provident funds. During the Track Record Period and up to the Latest Practicable Date, we did not
file any material insurance claims in relation to our business. See ‘‘ Risk Factors — Risks Relating to
Our Business and Industry — Our insurance coverage may not be sufficient to cover all losses, which
may increase our costs of operation .’’
TRANSFER PRICING ARRANGEMENTS
We carry out intra-group transactions amon g our subsidiaries in the PRC and overseas,
primarily comprising the following: (i) sales of fin ished products and semi-finished products between
our manufacturing bases; (ii) sales of raw materi als between our manufacturing bases, as well as
from Singapore Senior and INV Corporation Pte. Ltd. (‘‘ Singapore Entities ’’) to our manufacturing
bases; (iii) sales of equipment from Singapore Entities to our manufacturing bases; and (iv)
intra-group loan transactions within our subsid iaries. The above transactions (i) to (iii) are
collectively referred as ‘‘intra-group buy-sell tra nsactions’’, and transaction (iv) is referred as
‘‘intra-group loan transactions’’. Under the app licable PRC tax laws and regulations, our Group is
not required to obtain prior approval from or make advance notifications to the relevant tax
authorities in respect of its transfer pricing arrangements. However, our Group is required to file the
Annual Related Party Transaction Report ( 《企業年度關聯業務往來報告》) with the relevant PRC tax
authorities as part of its annual corporate incom e tax filing. During the Track Record Period and up
to the Latest Practicable Date, our Group had comp lied with such filing requirements in all material
respects.
The following table sets forth the intra-group tr ansaction amounts for the periods indicated:
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Intra-group buy-sell transactions 2,624,233 4,293,268 5,038,965
Intra-group loan transactions — 37,558 80,342
The above intra-group transactions represent the substantial majority of our intra-group
transactions, accounting for app roximately 97%, 98% and 97% of our total intra-group transaction
amount in the respective year during the Track Record Period.
Transfer Pricing Assessment
We have engaged an independent transfer pricing consultant (‘‘ Transfer Pricing Consultant ’’) to
perform transfer pricing review, including benchmarking studies, to evaluate the transfer pricing
arrangements in relation to the a bove-mentioned intra-group transactions during the Track Record
Period.
(A) Our Group’s intra-group buy-sell transactions
During the Track Record Period, the majority of our intra-group buy-sell transactions took
place within the PRC. The remaining cross-border transactions, which account for approximately
23% of intra-group activities, were primarily conducted between our Singapore Entities and
manufacturing bases.
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The diagram below sets out the business flow o f our Group’s primary intra-group buy-sell
transactions during the Track Record Period:
Sales of final products,
semi-finished products,
raw materials
PRC
manufacturing bases
PRC
manufacturing bases
Overseas
manufacturing bases
Business flow
PRC
Overseas
Sales of raw materials
and equipment
Sales of raw materials
Singapore Entities
Our Group’s primary intra-group buy-sell tran sactions could be illustrated and assessed as
follows:
(i) Domestic intra-group buy-sell transactions
Our Group’s domestic intra-group transacti ons largely involved the purchase and sale of
finished goods, semi-finished goods, and raw materials between our PRC manufacturing bases (with
similar corporate income tax rates). These wer e standard internal transfers and resales.
Benchmarking studies were conducted to evaluate these intra-group transactions by applying
appropriate transfer pricing methods and profit-level indicators (‘‘ PLIs ’’), which established the
arm’s-length ranges of comparable companies accor dingly. Based on the analysis, the profitability of
our manufacturing bases achieved in the above domes tic intra-group buy-sell transactions fell within
the arm’s-length range duri ng the Track Record Period.
(ii) Cross-border buy-sell transactions between our manufacturing bases and Singapore Entities
Our Group’s manufacturing bases purchased raw materials and equipment from our Group’s
Singapore Entities for production purposes. These Singapore Entities acted as routine distributors in
the intra-group transactions. Based on their fun ctional profiles, the Transactional Net Margin
Method was selected as the most appropriate transfer pricing method, with the Return on Sales
(‘‘ROS’’) ratio used as the PLI to assess these transactions during the Track Record Period.
Given that the intra-group arrangement, business operation and functional profiles of our
Singapore entities were similar during the Track R ecord Period, they were grouped together for the
transfer pricing assessment. A benchmarking study was conducted by selecting independent
companies that perform activities comparab le to those of the Singapore Entities in their
intra-group transactions. The three-year weig hted-average ROS ratios of these comparable
companies ranged from 1.09% to 5.44%. During th e Track Record Period, the Singapore Entities
achieved a weighted-average ROS ratio of 1.12% , which falls within the arm’s length range
established by the co mparable companies.
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(B) Our Group’s intra-group loan transactions
The diagram below sets out the transaction flow of the intra-group loan arrangements within
our Group during the Track Record Period:
Intra-group loan
Interests expense
PRC
Overseas
Chinese Mainland
Singapore
Malaysia
Sweden
U.S.
Borrower
Chinese Mainland
Lender
Singapore
Sweden
Our Group had a total of 157 domestic and cross- border intra-group loan transactions during
the Track Record Period. The entities involved in th e loan transactions are located in jurisdictions
including PRC, Sweden, Singapore, Malaysia, and the U.S., with transaction currencies as USD,
RMB, EUR, SGD, MYR, and SEK. The subsidia ries that acted as borrowers in the loan
transactions were assessed to have credit rating s of A+, A or A-. The borrowing maturities ranged
from 0.1 to 5 years. Fixed rates were applied for these loans during the Track Record Period.
Benchmarking studies (totally 17 sets) were conducted by categorising each intra-group loan
transaction based on key comparability factors su ch as credit rating, term, currency, and market
conditions at the time of pricing. The Comparable Uncontrolled Price Method was selected as the
most appropriate method for analysing the arm’s le ngth nature of these loan transactions. Given the
inherent volatility in the interest rates of the selected comparable uncontrolled transactions, the
observed rates exhibit a broad distribution. In t his context, while the interquartile range is
considered, the full range of observed rates is regarded as a relevant reference for assessing
compliance with the arm’s length principle, reflectin g the variability characteristic of the underlying
market data.
In general, 138 out of 157 of the transactions fell within the full range of benchmarking study.
For transactions falling outside the full range and wh ich could pose transfer pricing risks, a detailed
analysis was performed on their specific facts and c ircumstances. Based on the analysis, 14 out of the
19 transactions did not result in any reduction in th e corporate income tax liabilities of the relevant
group entities in their respective jurisdictions d uring the Track Record Period, while 5 transactions
led to a minimal reduction in corporate income tax liabilities amounting to RMB 413,889.44, which
falls below the audit materiality threshold. Conseque ntly, the overall transfer pricing risk related to
these transactions is viewed as low.
Our Directors, together with the Transfer Pricing Consultant, are of the view that our relevant
intra-group transactions were largely conducted on an arm’s length basis, and were consistent and in
compliance with the relevant transfer pricing reg ulations in relevant tax jurisdictions and the
Organisation for Economic Cooperation and De velopment Transfer Pricing Guidelines for
Multinational Enterprise and Ta x Administrations during the Track Record Period in material
aspects.
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Internal Control Measures
Our Group has implemented internal control mea sures to ensure compliance with the relevant
transfer pricing rules and regulations, including (i) establishing the Pricing Principles for Related
Party Product Transactions ( 《關聯產品交易定價原則》), which set out the pricing methodologies for
transactions with domestic and overseas rel ated parties, covering both consignment and
non-consignment arrangements. The scope of products includes raw materials, equipment, and
finished goods; (ii) disseminating the Pricing P rinciples to the relevant business and finance
departments of the related parties through official email notifications to ensure awareness and
compliance; and (iii) embedding all pricing for related party sales orders within the system workflow
so that it is subject to review and approval by the relevant senior management personnel.
LEGAL PROCEEDINGS AND COMPLIANCE
Legal Proceedings
We are currently, and may from time to time in the future, be subject to various legal or
administrative claims proceedings arising from the ordinary course of business. Litigation or any
other legal or administrative proceeding, regardle ss of the outcome, is likely to result in substantial
cost and diversion of our resources, including our management’s time and attention. See ‘‘ Risk
Factors — Risks Relating to Our Business and Industry — We may be involved in claims, disputes and
legal proceedings in our ordinary course of business .’’
During September 2019 to November 2023, our Company and certain of our subsidiaries were
sued against in the US and the UK by a U.S.-based competitor that is engaged in the development
and production of battery materials for alleged inf ringement, illegal acquisition of trade secrets and
unfair competition. The competitor alleged tha t we (1) infringed certain of its patents and
misappropriated its trade secrets related to battery separator manufacturing technologies; and (2)
used the misappropriated trade secrets and the infringed patents to unfairly compete and gain
market share from the competitor. The compet i t o rr e q u e s t e dt h eU Sa n dU Kc o u r t st og r a n t
injunction against our Group from selling relat ed products in their respective markets and to
determine appropriate compensation based on the judgement. During this period, we believed that
the allegations did not have merits, and sought d ismissal of the competitor’s claims and pursue
counterclaims. The Group has also filed charges of infringement and unfair competition against this
and other competitors in the Chinese courts.
In order to avoid lengthy legal proceedings occupying the resources of our Group so that its
management may utilize the resources to capture the industry growth opportunities, a settlement
agreement was reached with the competitor, a ccording to which we would pay the competitor
approximately US$15 million. In No vember 2023, the parties entered into an agreement that settled
the then-pending litigations and entered into a per petual-cross-licence in respect of each party’s
patents that apply to battery separators or batte ry diaphragms and that had already been published
or granted by the date of the settlement which co uld otherwise be alleged to infringe the other
parties’ patents, and any later granted or publis hed family members that apply to battery separators
or battery diaphragms of these particular patent f amilies, all pursuant to the terms of the settlement
agreement. The Company and the Directors confirm, and the Sole Sponsor concurs, that such
cross-licence did not and will not materially and adv ersely affect the business, revenue, financial
conditions and results of operations of the Company, on the basis that (i) the cross-licence was
entered into as part of a comprehensive settlement t hat resolved all then-pending litigations between
the parties across multiple jurisdictions, th ereby eliminating the cost s, uncertainties and
management distraction associated with prolonged m ulti-jurisdictional litigation; (ii) as stated
above, the cross-licence does not extend to the Comp any’s other intellectual property rights, trade
secrets or know-how; (iii) the cross-licence is pe rpetual and mutual, providing the Company with
reciprocal freedom to operate under the counterparty’s relevant patents, thereby greatly reducing the
relevant future infringement claims against the Company; (iv) the Company’s core competitive
advantages, including its propriet ary manufacturing processes, production capacity and customer
relationships, are not diminished by the cross- licence; and (v) given the rapid development of
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lithium-ion batteries in recent years, the separator technologies have also undergone rapid
development. As a result, the relevance and c ommercial value of the patents subject to the
cross-license have diminished over time, further minimizing any potential impact on the Company’s
ongoing business and operations.
Apart from the litigations mentioned above, i n 2022, we initiated a patent infringement
litigation against Shenzhen Zhongxing Xincai Technology Co., Ltd. ( 深圳中興新材技術股份有限公
司), Wuhan Zhongxing Innovation Material Technology Co., Ltd. ( 武漢中興創新材料技術有限公司)
and Shenzhen Science Technology Co., Ltd. ( 深圳賽恩士科技有限公司) (together, the ‘‘ defendants ’’)
at the Shenzhen Intermediate People’s Court (the ‘‘ Shenzhen Court ’’), claiming RMB50.5 million in
damages, alleging that the lithium-ion battery se parator products manufac tured by the defendants
infringed our patent. In February 2023, the Shen zhen Court dismissed our claims on the ground of
insufficient evidence. The Company confirms that this dismissal does not have any material adverse
effect on the business, financial conditions and r esults of operations of the Company, on the basis
that (i) the Company was the plaintiff in the p roceedings and the dismissal does not impose any
liability or obligation on the Company; (ii) the dis missal was on the ground of insufficient evidence
and does not affect the validity or enforceabilit y of the Company’s underlying patent; (iii) the
claimed amount is not material relative to the overa ll business scale, revenue and financial position
of the Group; and (iv) the dismissal does not preclude the Company from pursuing future
enforcement actions in respect of the same patent with additional evidence.
In 2023, we discovered that a patent applied for by our competitor after one of our former
employees joined them was highly related to trade secrets the employee had accessed to and mastered
during his employment with us. Thereafter, we init iated a trade secret infringement case against
Shenzhen Zhongxing Xinca i Technology Co., Ltd. ( 深圳中興新材技術股份有限公司), Wuhan
Zhongxing Innovation Material Technology Co., Ltd. ( 武漢中興
創新材料技術有限公司)a sw e l la s
our former employee at the Shenzhen Court, cl aiming RMB50.5 million in damages. The Company
voluntarily applied to withdraw the claim in November 2023, which the Shenzhen Court approved,
primarily because following the Court’s investigat ion and mediation. We determined that continuing
the litigation was not the most efficient means of pr otecting our interests under the circumstances, as
it would not be in our best interests to commit further time and resources that could be better
deployed on business development. The Company confirms that the withdrawal does not have any
material adverse effect on the business, financ ial conditions and results of operations of the
Company, on the basis that (i) the litigation was init iated by the Company as plaintiff to proactively
protect its intellectual property rights, and the withdrawal does not expose the Company to any
liability; (ii) as stated above, the withdrawal was also initiated by the Company after the assessment,
and the Company determined that continuing the l itigation was not the most efficient means of
protecting its interests; (iii) the c laim amount is not material relativ e to the overall business scale and
financial position of the Group; (iv) the withdrawal does not constitute a waiver or abandonment of
the Company’s trade secret rights or any other intellectual property rights; and (v) the withdrawal
does not adversely affect the Company’s ability to c ontinue manufacturing, selling or developing its
products.
A sa tt h ed a t eo ft h i sp r o s p e c t u s ,w ea r eo ft h ev i ew that the lawsuits disclosed herein will not
have any material adverse impact on our overall business, financial condition and results of
operations in the future. During the Track Record Period and up to the Latest Practicable Date,
there were no other legal proceedings pending or threatened against us or our Directors that could,
individually or in the aggregate, have a material adv erse effect on our business, financial condition
and results of operations.
To the best knowledge of our Directors, during the Track Record Period and up to the Latest
Practicable Date, (1) the Group did not infringe u pon the intellectual property rights of any of its
competitors, and (2) there were no other IP disputes that could have a material adverse effect on our
business, financial condition and results of operations. As confirmed by our PRC, Swedish, U.S. and
Malaysian legal advisers, during the Track Reco rd Period and up to the Latest Practicable Date,
there were no other outstanding IP disputes tha t could have a material adverse effect on our
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business, financial condition and results of operations. As confirmed by our PRC legal adviser,
based on inquiries on the websites of the PRC litigation authorities in the public domain, as of the
Latest Practical Date, there were no pending IP disputes in PRC that could have a material adverse
effect on our business. Based on the independen t due diligence conducted by the Sole Sponsor,
including, without limitation, discussion with th e Directors and senior management of the Group,
review of the legal opinions issued by the Company’s PRC, Swedish, U.S. and Malaysian legal
advisers, and such other due diligence as the Sole S ponsor considered appropr iate, the Sole Sponsor
is of the view that the Directors’ confirmation set out in paragraphs (1) and (2) above are reasonable
and supported by the information obtained in the due-diligence process.
Legal Compliance
During the Track Record Period and up to the La test Practicable Date, we had not been and
were not involved in any material non-compliance incidents that would have a material adverse
effect on our business, financial condition and results of operations. Our Directors and Legal
Advisers are of the view that we have materially co mplied with the applicable laws and regulations in
the jurisdictions in which we operate. The non-comp liance incidents identified below, as well as the
non-compliance identified in ‘‘— Properties ’’ section, have not had, and are not expected to have any
material adverse effect on our business, financial condition and results of operations. To the best
knowledge of our Directors, the identified non-compliance matters have not had, and are not
expected to have, any material adverse impact on o ur business, financial condition and results of
operations.
Social Insurance and Housing Provident Funds
During the Track Record Period, we had not made social insurance and housing provident fund
contributions for our employees in full, and we en gaged third-party human resource agencies to pay
social insurance premiums and housing provident f unds for certain of our employees, which do not
comply with the relevant laws and regulation s and may be deemed as not making the relevant
contributions. In 2023, 2024 and 2025, the amount of our shortfall in our contributions of social
insurance fund and housing provident fund (including contributions made by third-party human
resources agencies) is RMB13. 0 million, RMB12.9 million and RMB12.0 million, respectively. As
advised by our PRC Legal Adviser, according to the Social Insurance Law of the PRC, from the date
on which the payment is in arrears, a late payment surcharge of 0.05% of the outstanding amount
may be imposed on a daily basis. In addition, where payment is still not made after the expiry of the
time limit ordered by the competent authorities , a fine could be imposed with the maximum being
three times the amount in arrears. We do not int end to engage the third-party human resources
agencies after Listing.
As advised by our PRC Legal Adviser, on the b asis that (i) based on interviews with the
competent authorities in the l ocations where the majority of our employees are based, such
authorities confirmed that they typically do not p roactively require enterprises within their
jurisdictions to make supplementary payments for shortfalls in social insurance or housing provident
fund contributions and, provided that we complete any corrective actions as required upon receipt of
notices from the relevant competent authoritie s, they will not impose penalties on us; (ii) the
applicable laws and regulations and the execution a nd supervision requirements of local government
do not materially change, and (iii) there are no unre solved material complain ts from our employees,
the likelihood that we will be subject to a material administrative penalty by the relevant competent
social insurance authorities and be required t o pay the outstanding amount is remote. See ‘‘ Risk
Factors — Risk Relating to Our Business and Industry — We may be subject to penalties under relevant
PRC laws and regulations due to failure to be in full compliance with social insurance and housing
provident fund regulations .’’ Having considered the view of our PRC legal adviser, our Directors are
of the view that the above-mentioned non-compliance has not had, and is not expected to have, any
material adverse impact on our operations or financial performance.
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On 31 July 2025, the Supreme People’s Court of the PRC issued the Interpretation II by the
Supreme People’s Court of the PRC on Legal Issues in the Trial of Labour Dispute Cases ( 最高人民
法院關於審理勞動爭議案件適用法律問題的解釋（二）) (the ‘‘Interpretation ’ ’), which takes effect from 1
September 2025. Pursuant to the Interpretation, it is a statutory obligation on both the employers
and employees to participate in the social insura nce. Any arrangement not to participate in social
insurance, either by unilateral undertaking or mutual agreement, is in valid. Furthermore, the
Interpretation specifies that if the employee ter minates the labour contract on the grounds that the
employer has failed to make social insurance contributions as required by law, and claims economic
compensation from the employer, the courts s hall uphold the claim. New regulations or new
interpretations of existing regulations may imp ose additional obligations on us, or otherwise
increase our compliance costs and expose us to potential penalties and fines.
As of the Latest Practicable Date, the shortfall in contributions of social insurance fund and
housing provident fund has not been provided for or rectified. We undertake to rectify, pay or make
up any shortfall in social insurance contributions and/or house provident fund contributions as soon
as practicable after Listing and, in any event, within a specified period upon the requests of
competent authorities. We currently expect to make full contributions of social insurance
contributions and housing provident fund contributions by the end of 2027. We have taken the
following internal control measures to prevent future occurrences of such non-compliance:
. Human Resource Management Policies. Enhance our human resources management
policies, which explicitly require socia l insurance and housing provident fund
contributions to be made in full in accordance with applicable local requirements;
. Training. Strengthen the training of our personnel, including training on various
compliance-related top ics for our employees;
. Increasing awareness of developments in the law. Regularly keep abreast of the latest
developments in PRC laws and regulations relating to social insurance and housing
provident funds;
. Internal control measures. Establish an internal control team to monitor our ongoing
compliance with the social insurance and housing provident fund contributions
regulations and oversee the implementation of any necessary measures; and
. Consultation . Consult our PRC Legal Adviser on a regular basis for advice on relevant
PRC laws and regulations to keep us abreast of relevant regulatory developments; and
actively communicate with relevant social ins urance and housing fund local authorities to
ensure we have the most updated information about the relevant laws and regulations
concerning social insurance and housing provident fund.
Legal Compliance of Nantong Manufacturing Base
During the Track Record Period, the environmental protection acceptance and the safety
acceptance procedures for our Nantong manufacturing base (Phase II) were not completed prior to
the commencement of production for our pre-produ ction testing and adjustment. As of the Latest
Practicable Date, we have taken the following rectification measures:
. We have applied for and obtained relevant pollutant discharge permit;
. We have conducted an acceptance inspection o f the environmental p rotection facilities
and safety facilities for our Nantong manufacturing base Phase II;
. We are communicating the relevant status to the competent government authority, and as
of the Latest Practicable Date, we have not received any further rectification requests
from the government authority. We will continue to communicate with the competent
government authority to ensure our ongoing compliance with relevant regulations and the
government authority’s requirements.
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As advised by our PRC Legal Adviser, the above circumstances regarding our Nantong
manufacturing base are not expected to have any material adverse impact on our business and results
of operation, based on (1) Nantong Senior has obtained the Pollutant Discharge Permit, (2)
interviews with relevant authorit ies of Environment and Safety, th ere are no foreseeable follow-up
actions or penalties for Nantong Senior; and (3) as of the Latest Practicable Date, Nantong Senior
has conducted the accept ance of the environmental protecti on facilities and safety facilities.
Legal Compliance of Dispatched Labour
During the Track Record Period, the proportion of our dispatched workers at certain
manufacturing bases that were either under const ruction or in the trial operation stage at times
exceeded 10% of the total workforce. According t o the Interim Provisions on Labour Dispatch and
Labour Contract Law of the PRC, the number of dispatched workers hired by an employer may not
exceed 10% of the total number of its employees, a nd any employer in violation of this provision
may be ordered by the labour authorities to rectify w ithin a specified time limit. Where rectification
is not made within the stipulated period, the employers may be subject to a penalty ranging from
RMB5,000 to RMB10,000 per dispatched worker ex ceeding the 10% threshold. However, during the
Track Record Period, we had not been subject to pen alty by any capable authorities due to the above
non-compliance. As at the Latest Practicable Date, the proportion of our labour dispatched
employees is less than 10% and complies with the re quirements of the Interim Provisions on Labour
Dispatch of the PRC.
ENVIRONMENTAL, SOCIAL AND GOVERNANCE
ESG Policy
We are deeply aware of our responsibilities re garding environmental p rotection and social
responsibility, and recognise the impacts that c limate change related issues may have on our business
operations. We are committed to complying with environmental, social and governance (‘‘ ESG’’)
reporting requirements from the Listing Date. Our ESG Policy sets out our obligations and scope of
authorities in performing the codes in Appendix C2 of the Listing Rules. We have established an
ESG governance framework covering the Board, the ESG Office and the ESG Task Force, with clear
delineation of responsibilitie s at all levels to ensure the systematic rollout and effective
implementation of ESG management. During the Track Record Period, we were not subject to
any major administrative penalties for violations of r elevant environmental protection, fire control,
or health and safety laws and regulations, which w e believe reflects the effectiveness of our ESG
governance and compliance measures.
The Board is primarily responsible for re viewing and approving the Company’s ESG
development policies, strategi es and objectives, supervising t he implementation of ESG-related
work, and reviewing and approving ESG report s and other significant ESG-related matters.
The main responsibilities of the ESG Office, a s the coordinating function, include: (i)
formulating overall policies, strategies, object ives and implementation approaches for ESG and
climate change management; (ii) coordinating the s etting, execution and performance evaluation of
ESG and climate-related objectives; (iii) taking the charge in identifying and assessing major ESG
and climate-related issues, and defining manage ment priorities and response strategies; (iv)
participating in the materiality assessment of E SG matters and providing professional advice to
the Board; and (v) regularly reviewing the imple mentation of ESG objectives as required by the
Board, and promoting continuous improvement.
The ESG Task Force consists of designated repr esentatives from various operational and
functional departments, and are mainly responsible f or: (i) assisting in the collection, integration and
provision of relevant ESG data and information; and (ii) coordinating communications among
various stakeholders.
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Environment
The Company has always regarded environmental protection as a core component of our
sustainable development strategy . We have built a green, low-carbon and high-efficiency operation
system through concrete actions. We have implemented a number of measures to promote green
operations and optimised use of resources, includi ng the continuous implementation of internal
operation process optimization and technological i nnovation to enhance energy efficiency, the active
adoption of clean technologies, and the deplo yment of renewable energy projects in actual
operations and production. Going forward, we will continue to promote energy-saving and emission
reduction projects and explore more renewable energy application solutions, so as to achieve
synergies between the continuous improvement of environmental performance and business growth.
Environmental Protection
We attach great importance to environment al management. We have formulated strict
management policies and control measures for the w aste gas, waste water and solid waste regularly
discharged during our production process. We strictly comply with the Environmental Protection
Law, the Law of the PRC on the Prevention and Control of Environmental Pollution by Solid
Wastes, the Law of the PRC on the Prevention and Control of Water Pollution, the Law of the PRC
on the Prevention and Control of Air Pollution, the Law of the PRC on the Evaluation of
Environmental Impacts, and other applicable environmental laws and regulations of Chinese
Mainland and other countries, so as to ensure that all operations are compliant with the laws and the
requirements of the state’s environmental policies.
We have established and implemented a standar dised environmental management system in
order to systematically identify and manage the environmental ris ks that we may face. We continue
to promote the institutionalisation and standard isation of our environmental management in an
effort to minimise the environmental impact of our daily operations. As at 31 December 2024, our
six manufacturing bases located in Shenzhen, Nantong, Changzhou, Jiangsu, Hefei and Europe
(namely, Shenzhen Senior, Nantong Senior, Chang zhou Senior, Jiangsu Senior, Hefei Senior and
European Senior, respectively) have all obtaine d the ISO 14001 environmental management system
certification.
We actively respond to the EU Regulation (EC) No. 2023/1542 of the European Parliament and
of the Council on Batteries and Waste Batteries, t he EU Fluorine Restriction Directive and other
international regulations, and continue to increase investment in R&D of green materials, and
actively promote the technological break-through research of non-fluorine colloid products as an
alternative to PVDF, so as to help our products better meet the market’s green access standards. In
the meantime, the Company has joined the Techn ical Committee of China Battery Industry
Environmental Product Declaration Platform an d the Battery Industry Carbon Emission Standard
Working Group to help promote the construction of industry environmental standards and carbon
emission accounting system, and to contribute to the green and low-carbon transformation of the
battery industry.
As confirmed by our U.S. and Malaysian legal ad visers and Swedish legal advisers as to the
environmental matter during the Track Record Peri o da n du pt ot h eL a t e s tP r a c t i c a b l eD a t e ,w eh a d
materially complied with the environmental laws a nd regulations in respect of the construction of
manufacturing bases in the foreign jurisdictions, including Sweden, Malaysia and the Unite States.
To address the gap of sustainable development standards in the separator industry, the
Company has taken the lead in drafting and relea sing a series of low-carbon standards for the
industry, including the ‘‘Imple mentation Guide for Energy Efficiency Benchmarking in the Battery
Industry’’, ‘‘Evaluation Criteria for Sustainable Factories’’, ‘‘Green Supply Chain Management
Evaluation Specifications for Power Lithium Ion Ba ttery Industry’’ and ‘‘Evaluation Requirements
for Green Factories of Lithium Ion Battery Diaphra gms’’, to help the industry achieve sustainable
development of the whole value chain. We hope to push the industry in the direction of lower
carbon, higher efficiency and more recycling through the development of standards. In 2023. 2024
and 2025, we invested a total of approximate ly RMB35.97 million, RMB39.6 million and RMB83.88
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million in environmental protection, respectively . As at the Latest Practicable Date, we have not
been subject to any administrative penalties, fin es or sanctions for violation of any applicable
environmental protection laws and regulations. During the Track Record Period, we complied with
the relevant PRC environmental laws and regulations in all material respects.
The Group has established corresponding management policies and practices in relation to the
use of energy-efficient equipment, application of r ecyclable polymers, reduction of solvent usage in
slurry formulation, and the extension of battery se parator life and recyclability, as follows: (i)
Energy-Efficient Equipment: We have formulat ed energy management policies at multiple
production sites, such as the Energy Manage ment Manual (Shenzhen Senior), the Energy
Procedure Document and Energy Resource Consumption Control Procedure (Nantong Senior),
and the Equipment Power Consumption Management Standard (Changzhou Senior). These set out
requirements for the procurement and use of high-efficiency equipment, encourage the adoption of
energy-saving technologies and new equipm ent, and support the gradual phasing out of
high-energy-consuming equipment. (ii) Applicat ion of Recyclable Polymers: Sustainability of
materials is fully taken into account in our product development. For example, a dedicated
module is included in the Feasibility Study Repo rt (Europe Senior) to a ssess and determine the
procurement and usage standards of recyclable polymers. In addition, the A-TD-QW08(10)
Temperature and Humidity Management Standard (Shenzhen Senior) also sets out related
sustainability requirements. (iii) Reduction o f Solvent Usage in Slurry Formulation: The Group
reduces solvent use in the production process through technological and management measures. For
example, Nantong Senior has issued the Wet Proces s White Oil Recovery Operation Specification
and the Wet Process Dichloromethane Recovery Operation Specification, which standardise the
recycling process, improve solvent utilisation, reduce consumption, and minimise environmental
impact. ( ⅳ) Extension of Battery Separator Life and Recy clability: Guided by our strategic plan, the
Group continues to promote the development of green products. For example, the Eco-Separator
No.1 has entered the customer validation stage. T hese aim to improve material performance while
extending product life cycle and reducing envir onmental impact. Moreover, the Sustainability
Action Plan (Europe Senior) has established desig n principles to enhance product recyclability and
guide R&D direction.
Emissions and Waste Management
We strictly abide by the Law of the PRC on Prevention and Control of Air Pollution and the
Law of the PRC on Prevention and Control of Solid Waste Pollution and relevant laws and
regulations, and continuously improve the mechanism of pollutant emission and waste management
in accordance with the requirements of the ISO 14001 environmental management system. Each
manufacturing base has an EHS (Environment, Heal th and Safety) department, which is responsible
for the monitoring and management of pollutants such as waste gas, waste water and noise, and
regularly commissions third-party organisatio ns to carry out tests to ensure compliance with
regulations and standards.
. Waste gas management: The EHS department o f each base identifies pollution sources
and types of waste gases in accordance with the Exhaust Gas Control Procedures, and
carries out emission testing on a regular bas is. We effectively improve the efficiency of
waste gas treatment and reduce the impact o n the external environment by optimising the
manufacturing process, installing exhaust ga s treatment facilities and building online
monitoring systems.
. Waste water management: The Company manag es domestic wastewater and industrial
wastewater by category. Domestic wastewater is treated and discharged into the municipal
pipeline network; industrial wastewater i s classified and treated with specialised
equipment. Rainwater and sewage diversion is operated in conjunction with an
intelligent monitoring system to ensure disch arge compliance and environmental safety.
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. Solid waste management: We carry out a whole-process classified management and
compliant disposal of solid waste in accorda nce with the relevant management system.
General industrial waste, domestic waste and construction waste are uniformly collected
at temporary sites, sorted into separated zones, and transported regularly. Dedicated
collection sites are set up for domestic waste in the office area and installed with fire
extinguishers and monitoring facilities, and a transfer agreement is signed with the
municipal government for unified recyc ling and resource utilisation by recycling
companies.
. Hazardous waste management: a special haz ardous waste warehouse was built for each
base, and centralised and classified sto rage and dedicated management has been
implemented. All hazardous wastes are decla red and registered through the government
regulatory system, and regularly transport ed and harmlessly disposed of by qualified
third-party agencies to ensure that the entire process is compliant and traceable.
Water Management
We strictly comply with the Water Law of the PRC and other relevant laws and regulations,
and formulate and implement a num ber of internal protocols, including the Water Conservation
Management System, to continuously improve water resource management and water-saving
awareness among employees. Each manufacturing b ase strives to improve water use efficiency and
reduce water consumption through various me asures, including digital management, water
conservation campaigns, water equipment inspection and water balance testing. We have also set
up a water conservation working group to monitor the use of water resources at each base in real
time to ensure the effective implement ation of water conservation work.
The following table sets forth our water consumption figures for the years indicated:
For the year ended 31 December
Unit 2023 2024 2025
Water consumption
Total water consumption cubic metre 878,185.82 1,264,356.13 2,214,090.25
Water intensity cubic metre/revenue
of RMB10,000
2.91 3.57 5.37
Notes:
(1) The increase in our total water consumption in 2025 was primarily attributable to the inclusion of water
consumption from new production lines in Foshan that commenced operation in 2025 and our manufacturing
base in Malaysia, which remained und er construction during the year.
(2) The increase in our water use intensity from 2023 to 2025 was primarily due to the commissioning and ramp-up
of newly built and expanded production lines, which significantly raised water demand (including for production,
steam, utilities, and domestic use). To reduce water consumption, we have implemented measures such as
condensate and steam recovery , process optimization, wastewater treatment and reuse, and rainwater collection,
thereby improving water recycling rates and overall water efficiency.
Energy Management
We attach great importance to energy management and energy efficiency improvement. We
have established an energy management system an d have energy inspection mechanisms in place to
continuously promote the standardisation and optimization of energy use. We carry out regular
energy audits to systematically assess the energy e fficiency performance of key energy-consuming
equipment and processes. We have built an intellig ent energy management platform by combining
digital and intelligent means to achieve real-time co llection, data analysis an d dynamic regulation of
water, electricity, gas and other energy sources, and to identify energy wastage in a timely manner, in
a bid to continuously optimise our energy use struc tures. We also implemented energy reform pilot
projects to continuously upgrade our workshop en ergy systems, and have installed air energy heat
pumps at the manufacturing bases to heat tap water using surplus heat in the basement for
employees’ daily use in the dormitories. In addi tion, we actively promote the application of
renewable energy by deploying photovoltaic powe r generation systems to give priority to the use of
green power in the production process, empoweri ng the green production line and providing clean
energy support.
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The following table sets forth our energy consumption figures for the years indicated:
For the year ended 31 December
Unit 2023 2024 2025
Energy consumption
Total energy consumption MWh 570,546.09 780,643.84 1,076,703.96
Direct energy consumption MWh 274,588.80 405,535.33 570,502.14
Indirect energy consumption MWh 295,957.29 375,108.51 506,201.83
Purchased electricity
consumption
MWh 276,328.13 341,396.03 463,978.71
Purchased heat consumption MWh 20.00 410.19 24.85
Renewable energy
consumption
MWh 19,609.17 33,302.28 80,526.27
Gasoline consumption litres 16,014.81 13,046.81 34,203.99
Diesel consumption litres 16,993.00 17,064.00 16,934.21
Natural gas consumption 10,000 cubic metres 2,534.50 3,744.76 5,267.42
Total energy consumption
intensity
MWh/revenue of
RMB10,000
1.89 2.20 2.61
Notes:
(1) The increase in our energy consumption from 2023 to 2 025 was primarily attributable to the commencement of
operations at several new production facilities, which resulted in a rise in overall energy demand. The increase in
our energy intensity from 2023 to 2025 was mainly drive n by capacity expansion and accelerated production
lines, which led to higher consumption of purchased electr icity, natural gas, and dies el. For instance, the launch
of new production lines and equipment expansion contributed to an overall rise in energy consumption. To
address this, we have optimised operating parame ters for equipment such as air compressors and
air-conditioning systems, carried out energy-saving tech nological upgrades (e.g., p hase-change energy-saving
systems and equipment retrofits), promoted the use of high-efficiency equipment and electric forklifts, and
continued to strengthen energy management and efficiency monitoring.
(2) Since 2023, we have started collecting gasoline consumption data to supplement and improve our energy
consumption statistics.
Greenhouse Gas Emissions (‘‘GHG’’) Management
We systematically manage GHG emissions at the le vels of operations, factory construction and
production activities, assess the impact of business activities on the environment, and formulate the
‘‘Senior Greenhouse Gas Inventory Procedures for Materials’’ to continuously promote low-carbon
transformation. We have set up a Greenhouse Gas Inventory Team, coordinated by the ESG Office,
to carry out regular carbon emission verifications of our manufacturing bases, identify and account
for sources of emissions across all process of operations in strict accordance with the ISO 14064–1
standard, and scientifically manage carbon emission data. In order to enhance the transparency and
credibility of the data, the Company has commissi oned a qualified third-party organisation to
conduct independent audits to ensure that the d a t ai st r u ea n da c c u r a t e .W eh a v ea l s ol a u n c h e da
Scope 3 GHG emissions accounting programme to identify nine categories of emission sources and
measure their percentage share to provide data support for the development of scientific emission
reduction approaches and the implementatio n of sustainable development goals. We have
preliminarily completed the identification of app licable categories and data collection for Scope 3
greenhouse gas (GHG) emissions during the period from 1 June 2023 to 31 May 2024. The Group’s
key Scope 3 GHG emission categories include: purchased goods and services (approximately
57.65%), fuel- and energy-related activities n ot included in Scope 1 and Scope 2 (approximately
30.01%), and downstream transportation and distribution (approximately 8.19%). Going forward,
we will continue to track and refine the identif ication of Scope 3 emission categories, while
strengthening data collectio n and accounting management.
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The following table sets forth our GHG emissions figures for the years indicated:
For the year ended 31 December
Unit 2023 2024 2025
GHG emissions
Direct GHG emissions
(scope 1)
tCO2e 54,881.37 81,042.99 114,013.43
Indirect GHG emissions
(scope 2)
tCO2e 148,285.59 183,355.55 246,196.94
GHG emission intensity tCO 2e 0.67 0.75 0.87
Notes:
(1) The sources of data for scope 1 GHGs are the consumption of gasoline, diesel fuel and natural gas during
operations.
(2) The source of data for scope 2 GHGs is the consumptio n of purchased electricity and purchased heat during
operations.
(3) The emission factors for gasoline, diesel, natural gas and purchased heat are calculated with reference to the
‘‘Guidelines for Accounting Methods and Reporting of Greenhouse Gas Emissions by Enterprises in Other
Industries (for Trial Implementation)’’ issued by the G eneral Office of the National Development and Reform
Commission of China.
(4) The GHG emission factors for the power grid in Chin ese Mainland refer to the Ministry of Ecology and
Environment’s Announcement on the Release of CO2 Emission Factors for Electricity in 2022.
(5) The increase in our GHG emission in tensity from 2023 to 2025 was broadly consistent with the trend in energy
consumption, primarily due to increased use of purchased electricity, natural gas, and diesel. To mitigate the
increase, we have continued to optimise its energy mix and efficiency, promote the use of clean energy, and
implement production process improvements and ene rgy-saving measures to reduce emission intensity.
Addressing Climate Change
We recognise the risks and opportunities broug ht by climate change. Our senior management is
responsible for overseeing the Company’s direction on climate change and industry dynamics;
considering climate-related risk s and opportunities and integrating them into the our overall
strategic decisions. The ESG Office is responsibl e for planning and executing climate change work
and reporting to the senior management, and providing execution support and safeguard for
base-related work. To meet the challenges of c limate change, we continue to improve the climate
resilience of our operations and businesses, a ssessing their potential impact on operational
performance, while focusing on low-carbon technological innovation for our products, and are
committed to enhancing our cor porate climate resilience.
Risk identification
We identify physical risks, including extreme we ather, as well as transformational risks, such as
policy regulations, market preferences, and technological change:
. Physical risks: Extreme weather events (e.g., typhoons, heavy rains, droughts, etc.) may
cause damage to our facilities such as indus trial parks, office buildings and staff
dormitories, which in turn may affect production schedules and the health of our
employees. Long-term climate change such as ri sing temperatures and water scarcity may
also pose challenges to our operations.
. Transformational risk: As environmental re gulations become increasingly stringent, we
need to continue to improve our level of compliance in the areas of energy use, waste
management and information disclosure. A t the same time, customers’ increased green
preference and the accelerated technologica l upgrading of the industry will place higher
demands on our products, technologies and operating models.
Response measures
To enhance climate resilience, we have taken a nu mber of comprehensive countermeasures: (i)
establishing a climate emergency m anagement system, conducting extreme weather risk assessments
and emergency drills; (ii) promoting the construc tion of telecommuting m echanisms and emergency
response facilities to enhance business consistency ; (iii) strengthening water security and employee
health management; (iv) paying attention to t he changes in climate polic ies and improving our
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compliance system; (v) introduci ng a digital energy consumption management platform to promote
energy conservation and operational efficiency ; and (vi) upgrading green products and services to
expand the application scenarios of low-carbon solutions.
Metrics, Targets and Action Plans
To control energy consumption and greenhouse gas emissions from production and operations,
we have established environmental targets. Taking 2024 as the baseline year, we aim to reduce both
the greenhouse gas emission intensity (includ ing Scope 1 and Scope 2 emissions, in tonnes of CO
2e
per 10,000 RMB of revenue) and the energy consumption intensity (MWh per RMB10,000 of
revenue) by 5% by 2029. To achieve these targets, the Group has advanced related initiatives and
measures across multiple dimensions, including en vironmental compliance, renewable energy use,
technological upgrades, product development, and resource recycling, as follows: (i) Environmental
compliance in operations: The Company aligns its environmental management plans with domestic
and international regulations. All production s ites have obtained the necessary environmental
permits, ensuring compliance with local enviro nmental laws and regula tions; (ii) Increasing
renewable energy usage: We are committed to p romoting green transformation across our
production sites. A series of renewable ener gy application projects have been launched,
accompanied by ongoing improvements in energy efficiency and expanded adoption of green
electricity to support low-carbon production lines. In 2024, the Group’s renewable energy usage rate
reached 4.3%, and Europe Senior plans to achieve 100% renewable energy use in the short term; (iii)
Driving clean technology upgrad es: We continue to advance clean technology initiatives, with all
production sites deploying online VOCs emissions monitoring systems. For example, Hefei Senior
has adopted a combined approach of compression-condensation, membrane separation, and resin
adsorption technologies to achieve 100% recovery of dichloromethane. In addition, Changzhou
Senior implemented an energy-saving retrofit p ilot for coating line ovens, reducing energy
consumption by 40%; (iv) Enhancing green techno logy innovation: We actively integrate green
chemistry concepts into product development to ensure both efficiency and environmental
friendliness in material innovatio n. The Group has independently developed solid-state electrolyte
membrane products, driving synergies betw een material performance and sustainability.
Climate opportunities
While addressing the risks posed by climate ch ange, we are actively grasping market and
technological opportunities in the industry, a nd enhancing our risk resistance and market
competitiveness through technological innovation and management optimization.
With the rapid development of the new energy industry and rising customer preference for
low-carbon products, the lithium battery separato r market has ushered in a broad space for growth.
We are actively promoting high-end product development and production capacity layout, while
responding to green manufacturing and green supply chain policies to enhance product
competitiveness and brand influence. Throug h technological innovation, management
optimization and policy support, we will further e xpand our market share and improve profitability.
Society
We are committed to fulfilling our corporate s ocial responsibility. We highly value the
establishment of long-term, mutual trust and mutually beneficial relationships with our employees,
customers, suppliers and other stakeholders, and a ctively promote synergies between social and
commercial values.
Employee Diversity and Equality
We strictly abide by the Labour Law of the PRC, the Labour Contract Law of the PRC, the
Law of the PRC on the Protection of Minors, the Law of the PRC on the Protection of Rights and
Interests of Women and other relevant laws and regulations. We have zero tolerance for child labour
and forced labour, and oppose any form of harassment and bullying in the workplace, to effectively
safeguard the lawful rights and interests of employees.
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We are committed to creating a diverse, equal an d inclusive working environment. We respect
all types of background, experience and ability of e mployees, and value the di versity and innovative
value of individual differences, and aim to provide all our employees with a sense of belonging and
development opportunities in an inclusive environment. We implement a hybrid compensation
mechanism based on position, performance and m erit, combined with a flexible compensation
adjustment strategy, so that compensation matche s the strategic objectives and is closely linked to
the actual performance of employees, which incen tivizes continuous growth and value creation.
Occupational Health and Safety
We uphold the policy of ‘‘safety first, prevention first, comprehensive management, full
participation and continuous improvement’’, a nd establish an occupational health and safety
management system covering the headquarter and m anufacturing bases. The Company has obtained
the ISO 45001 occupational health and safety management system certification. In 2024, Nantong
Senior, Changzhou Senior and Hefei Senior have been certified as Level 3 units of safety production
standardisation. Aiming for ‘‘zero accident, zero fire, zero occupational disease, zero serious injury’’,
we have set up a production safety committee and imple mented the three-level management structure
of base general manager, EHS management department and the head of each department workshop,
with clearly defined scope of responsibilities f or each level. We have implemented an accident
accountability and penalty mechanism and a perf ormance-based point system, which links major
environmental and production safety accidents with the management’s performance assessment. We
also adopt a one-vote veto system for production s afety accidents, so as to promote accountability
on an individual level.
In order to continuously improve safety management, we take multiple measures to establish a
long-term mechanism for investigating and trouble shooting hidden dangers, and formulate specific
objectives, operation and control programmes and emergency response measures for significant
sources of danger, so as to ensure that risks are effe ctively controlled. We have clearly stipulated the
terms of reference of emergency response departments, and developed prevention and warning
mechanisms, emergency response processes, po st-disposal programmes and supervision and
management requirements to comprehensivel y improve emergency response capabilities.
In terms of occupational health, we have formulated a system consisting of physical
examinations as well as monitoring and protect ion measures, and also set up employee health
monitoring files and injury accounts. Annual testing and status evaluation of occupational hazards is
conducted. Employees in high-risk positions are provided with the necessary personal protective
equipment. We are also optimising our operating env ironment. Regular multi-level safety training
and drills are organised, and new employees are requi red to complete three levels of safety education
before they are allowed to work, so as to comprehensively improve safety awareness and emergency
response capabilities, and safeguard the healt h of employees and the safety of production and
operation.
Employee Development and Training
We attach importance to the career development and growth of our employees, and have
established clear career paths and fair promotion mechanisms to support the professional
advancement of employees in different types of posi tions. Through the ‘‘360-degree staff review’’
system, we comprehensively assess the ability and qu ality of employees in man agerial, technical and
key positions, and form a talent review report t o provide a basis for organisational structure
optimization and key talent identification.
In terms of training, we build a hierarchical and categorised talent tra ining system, set up the
‘‘Senior Special Training Camp’’, and carry out training courses covering the whole career cycle. The
courses consist of different modules, such as pre -employment training, professional skills,
comprehensive capabilities, acad emic education and title evaluation. We also set up five major
types of training programmes catering to specific p ositions to ensure the systematic and effective
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nature of the training. Through the scientific training mechanism and a culture of continuing
learning, we continue to refine the calibre of employees and strengthen the foundation for corporate
development.
Product Quality
We drive quality upgrading with technologica l innovation, establish and improve product
quality management system, including the Qualit y Manual, Product Surveillance and Measurement
Control Procedures, Nonconfo rming Product Control Procedu res, Product Recall Management
Specification, and carry out regular audits of qu ality management system through Internal Audit
Control Procedures to ensure the system continues t o operate effectively. The Company has obtained
ISO 9001 : 2015 quality management system certifi cation, IATF 16949 : 2016 quality management
system and other certifications, and conducts annual audits and updates of certification.
In order to strengthen product quality measurement and monitoring, we have formulated
annual quality objectives and management programm es, covering production, quality, equipment,
planning and other areas of work, and regularly track the progress, while conducting in-depth
analysis and improvement of projects that do not meet the standards, with the end goal of a standard
rate of 100% for projects. We have also set up a performance assessment mechanism to incorporate
core indicators, such as customer audit pass rate, number of customer complaints, and return rate
into the management’s assessment o f performance indicators, to build an across-the-board quality
management accountability system, and to promote the effective implementation of the quality
objectives. With regards to after-sales service, we have established a standardised product recall
process, defined the resp onsibilities of the marketing centres, q uality control centres, and technical
centres, and improved the closed-loop managemen t of customer communication, cause analysis and
refinement measures. During the Track Record Pe riod, we had not been involved in any material
product quality accident, produc t recalls or other similar events.
Sustainable Supply Chains
We continue to promote ESG management in the supply chain, guiding suppliers to fulfil their
sustainable development obligations in the asp ects of environmental responsibility, social
responsibility and business ethics. On the environmental front, we encourage our suppliers to
conduct GHG accounting, set emission reduction targets, and promote clean energy and
‘‘three-waste’’ management. On the social front, we explicitly prohibit child labour and forced
labour, require the protection of employees’ basic rights and interests, and regularly review their
occupational health and safety measures. On the business ethics front, we have implemented the
‘‘Supplier Ethics Policy’’, signed transparent pur chase agreements, and organised anti-corruption
trainings to create a fair, transparent, and compliant supply chain.
Business Ethics
We have established a business ethics manage ment system covering system construction,
supervision and implementation, and whistle-blowe r protection, and continue to strengthen integrity
and compliance control. We have formulated the ‘‘Management Measures for Integrity in Business’’,
‘‘Whistle-blower Protection System’’ and supporting implementation rules, and continuously
improved the system framework in conjunction with reference to annual effectiveness evaluations.
The Company has established independent whistleb lowing channels and ver ification procedures,
defined the investigation process, while strictly p rohibiting any form of retaliation and effectively
safeguarding the rights and interests of whistle-blo wers. We insist on ‘‘zero tolerance’’ for corruption
and bribery, malfeasance and dereliction of duty, and include major violations in the management’s
performance evaluation, so as to promote effectiv e fulfilment of responsibilities. By signing the
‘‘Letter of Commitment on Integrity’’ and conducti ng regular integrity training, we strengthen the
moral restraints of key positions and create an open, fair and clean business environment.
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RISK MANAGEMENT AND INTERNAL CONTROL
We have devoted ourselves to establishing an d maintaining risk management and internal
control systems consisting of policies and proc edures, covering risks that may arise in R&D,
procurement management, production management, sales management and new project
construction. Meanwhile, we are dedicated to con tinually improving these systems, developing a
risk management culture and raising the risk management awareness of all employees. We have
adopted and implemented compre hensive risk management polic ies in various aspects of our
business operations.
Operational Risk Management
We are faced with operational risks relating to ou r daily operations, which primarily arise from
inadequate or failed internal controls and syst ems, human errors, IT system failures or external
events. We consider these operational risks to be the key risks in our business and believe that, with
adequate operational policies and procedures, the se inherent risks can be controlled and mitigated.
We developed a robust risk management system monitoring and addressing risks in our daily
operations.
To ensure the continuity of our business, we have put in place contingency plans for detecting
and responding to emergency incidents. In the event of an emergency incident, our contingency plans
set out prescribed response protocols applicable to our various business units. We continue to assess
the effectiveness of our contingency plans, and wo uld perform reviews after each emergency incident
to identify potential areas for improvement. We a lso conduct regular emergency response drills to
ensure our employees are familiar with our response protocols.
Financial Reporting Risk Management
We have in place a set of accounting policies in connection with our financial reporting risk
management, such as accounting records management policies, invoice management policies, budget
management policy, treasury ma nagement policy, financial statements preparation policy and
finance department and staff management policy. We have various procedures in place to implement
our accounting policies, and our financial department reviews our management accounts based on
such procedures.
Information System Risk Management
We have implemented relevant internal proced ures and controls to ensure that user data is
protected, and that leakage and loss of such data is avoided. During the Track Record Period and up
to the Latest Practicable Date, we did not experie nce any information leakage or loss of user data
that would have a material and adverse effect on our operations. We have instituted and
implemented stringent information system monitoring procedures. These procedures involve the
regular generation of monitoring logs, which meticulously record the operational status of our
information system network equipm ent, network traffic, user activiti es, exceptions, and information
security events. We also dedicated information syste m administrators to review the security situation
to maintain high standards of data integrity and s ecurity. This review process includes examining
authorised access, privileged operations, attemp ts at unauthorised access, system failures, and
anomalies.
Regulatory Compliance Risk Management
We are subject to evolving regulatory requir ements in the PRC, including requirements to
obtain and renew certain licences, permits, appro vals and certificates for our business operations in
different regions. In order to manage our ongoing compliance with the laws and regulations
applicable to our business effectively, we have imp lemented several internal control measures. In
particular, we designated personnel to regularly monitor changes in laws, regulations and policies
issued by the relevant government authorities in the regions in which we operate to ensure we obtain
requisite licences to operate our business, and we have an up-to-date understanding of the applicable
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requirements. In addition, we monitor and review the status of our licences and permits on a regular
basis. We continually improve our i nternal policies according to changes in laws, regulations and
industry standards, and update our internal protocols accordingly.
Internal Control Risk Management
We have designed and adopted strict internal control procedures to ensure the compliance of
our business operations with the relevant rules and r egulations. In accordance with these procedures,
our in-house legal department reviews and upda tes the forms of contracts that we enter into,
examines the contract terms and reviews all relevant documents for our business operations, and is
responsible for obtaining any requisite governm ental pre-approvals or consents. We have strictly
prohibited our employees from receiving kickbacks, bribing others, or secretly receiving
commissions or any other personal benefits.
Human Resources Risk Management
We have implemented a human resource manageme nt system to ensure the effective functioning
of us, safeguard the legitimate rights and interests of parties to the employment relationship and
improve operating efficiency. Our internal human resource management system covers all the stages
of employment relationship, from recruitment to probation, appraisal, promotion and review, and
exit.
We have in place an employee handbook and a code of conduct approved by our management
and have distributed them to all our employees. The handbook contains internal rules and guidelines
regarding work ethics, fraud prevention mechan isms, negligence and corruption. We provide
employees with regular trainings, as well as resources to explain the guidelines contained in the
employee handbook.
Credit Risk Management
We face credit risks primarily arising from our products and services delivered to the extent
that our customers fail to perform their payment obligations as provided in the purchase and service
agreements. We address such credit risks by carefully evaluating the credit profiles, liquidity position
and market reputation of potential customers.
Internal Audit
We have established an Audit Committee t o monitor the implementation of our risk
management policies across our Group on an ongoing basis and to ensure that our internal
control system is effective in identifying, managi ng and mitigating risks in volved in our business
operations. Upon Listing, the Audit Committee w ill consist of three members, namely Mr. Leung
Shu Sun Sunny, Mr. Tang Changjiang, and Mr. Zhu Bide, with Mr. Leung Shu Sun Sunny serving as
the chairman of the Audit Committee. For the professional qualifications and experiences of the
members of our Audit Committee, please refer to ‘‘ Directors and Senior Management ’’ for details.
We also maintain an internal audit department which is responsible for reviewing the
effectiveness of internal controls and reporting to the Audit Committee and senior management on
any issues identified. Our internal audit departm ent members are required to report to management
to discuss any internal control issues we face and t he corresponding measures to implement toward
resolving such issues. The internal audit department reports to the Audit Committee to ensure that
any major issues identified are channelled to the committee on a timely basis. The Audit Committee
then discusses the issues and reports to the Board, if necessary.
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OVERVIEW
As at the Latest Practicable Date, our Company is held as to approximately 12.669% and
0.026% by Prof. Chen and Ms. Chen, respectively. Therefore, Prof. Chen and Ms. Chen were in
aggregate entitled to exercise the voting rights attached to approximately 12.695% of our Shares in
issue.
Immediately following the completion of the Global Offering, Prof. Chen and Ms. Chen will be
entitled to exercise in aggregate the voting rights attached to approximately 11.425% of our Shares
in issue. Accordingly, Prof. Chen and Ms. Chen will constitute the Single Largest Shareholders of
our Company.
Please see ‘‘Directors and Senior Management ’’ for biographical details of Prof. Chen. Please see
‘‘History and Corporate Structure ’’ for the simplified corporate structure of our Group.
RULE 8.10 OF THE LISTING RULES
As at the Latest Practicable Date, none of our Single Largest Shareholders had any interest in
any business which competes, or is likely to compete , either directly or indirectly, with our business
and would require disclosure under Rule 8.10 of the Listing Rules.
NON-COMPETE UNDERTAKINGS
Prof. Chen has entered into a non-compete undertaking in December 2014, pursuant to which
Prof. Chen has undertaken, amongst others that, so long as he retains control of our Group:
(i) Prof. Chen shall not engage, directly or i ndirectly, in any business which is the same,
similar to, or constitutes actual or potentia lly competitive business with our Company;
(ii) if, for any reason, any entities directly or indirectly held or controlled by Prof. Chen
(other than our Company) (the ‘‘ Restricted Entities ’’) directly or indirectly engages in a
business which competes or may compete with the business of our Company:
(a) our Company shall have the priority to engage in such business and the Restricted
Entities shall not engage in such business. If requested by our Company, Prof. Chen
shall transfer all his interests in the Restr icted Entity, and undertake to grant to our
Company a pre-emptive right on such intere sts, and shall use his best endeavours to
procure such transaction is conducted on a fair and reasonable price and on the basis
of normal commercial terms with independent third parties; or
(b) procure that the Restricted Entity pro mptly transfer or cease such business.
(iii) where Prof. Chen discovers any new bus iness opportunity which competes or may
compete directly or indirectly with the principal business of our Company, Prof. Chen
shall promptly notify our Company in writing, and shall use his best endeavours to
procure that such business opportunity be provided to our Company on fair and
reasonable terms and conditions;
(iv) Prof. Chen will not make use of his statu sa st h ea c t u a lc o n t r o l l e ro fo u rC o m p a n yt o
cause harm to the interests of our Compan y or other minority Shareholders; and
(v) Prof. Chen shall be liable for all economic loss suffered by our Company as a result of a
breach of the above undertakings.
INDEPENDENCE OF OUR GROUP FROM O UR SINGLE LARGEST SHAREHOLDERS
Our Directors are of the view that our Group is capable of carrying on its business
independently from its Single Largest Shareholde rs following the completion of the Global Offering
for the following reasons.
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Management Independence
Our Board currently comprises three executive Directors, one non-executive Director and three
independent non-executive Directors. Our daily management and operational decisions are made
collectively by our executive Directors and our senior management, with our Board having an
overall supervision of our management. Although Prof. Chen is one of our executive Directors and
the chairman of the Board, we believe that all of our Directors, including the independent
non-executive Directors, have the requisite qualif ications, integrity and experience to maintain an
effective board. We also have sufficient members of our management team who are independent
from our Single Largest Shareholders and have the adequate relevant experience to ensure the
normal operation of the day-to-day business and management of our Group. We consider that our
Directors and senior management of our Company c an independently perform their duties in our
Company and we can operate independently from our Single Largest Shareholders for the following
reasons:
(i) save for Prof. Chen, all of our Directors an d members of our senior management team are
independent from our Single Largest Shareholders, and are capable to contribute
sufficient time and efforts to manage the daily operations of our Group. In addition, the
management personnel of our Company have clear reporting lines, and ultimately the
management team reports to our Board. Our Board supervises and monitors the
performance of our Company’s management t eam generally through regular meetings of
our Board and extraordinary meetings of our Board to consider, deliberate and approve
material matters which exceed the delegated authorities of management team, as well as
the regular updates of operational and financi al data and information that are provided to
our Directors;
(ii) each of our Directors is aware of his/her fiduciary duties as a director of our Company
which requires, among other things, that h e/she acts for the benefit and in the best
interests of our Company and does not allow any conflict between his/her duties as a
Director and his/her personal interest;
(iii) the Articles of Association has made relev ant provisions to avoid conflict of interest, in
that our Directors are prohibited from voting in any Board resolution approving any
contract or arrangement or any other propo sal in which he/she or any of his/her close
associates has a material interest. Prof. Ch en will abstain from voting in Board meetings
in respect of matters in relation to h imself and/or his close associates;
(iv) our Board has a balanced composition of executive Directors and independent
non-executive Directors which ensures the independence of our Board in making
decisions affecting our Company. Specifically, (a) our independent non-executive
Directors are not associated with our Single Largest Shareholders or its associates; (b)
our independent non-executive Directors acco unt for over one-third of the Board; and (c)
our independent non-executive Directors in dividually and collectively possess the
requisite knowledge and experience as independent directors of listed companies and
will be able to provide professional and exper ienced advice to our C ompany. Accordingly,
our Directors believe that our independent non-executive Directors are able to bring
impartial and sound judgement to the decision-making process of our Board and protect
the interest of our Company and the Shareholders as a whole; and
(v) we have adopted a series of corporate g overnance measures to manage conflicts of
interest, if any, between our Group and our Single Largest Shareholders which would
support our independent management.
Each Director possesses relevant management or industry-related experience to act as a
Director. Details of the experience of each Director are set out in ‘‘Directors and Senior
Management.’’
In light of the above, our Directors are of the view that our Company has our own management
team which is capable of mainta ining the independence of our Company from our Single Largest
Shareholders and supporting the independent operation of our Group.
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Operational Independence
Our Company will continue to operate independently from our Single Largest Shareholders
after the Listing. Our Company has our own organisational structure with independent departments,
each with specific areas of responsibility. Furtherm ore, we have independent production capabilities
and technology relating to our Group’s business and do not rely on our Single Largest Shareholders
or any of their close associates. Our Company also maintains a set of comprehensive internal control
measures to facilitate the effective operation of our business. Our Company has independent
channels to access our customers and is not dependent on our Single Largest Shareholders with
respect to suppliers for our business operations . Our Company has its own employees to operate the
business and can independently manage its human resources. We have obtained relevant licences,
approvals and permits from relevant regulatory authorities which are material to our operations in
the PRC.
We entered into certain continuing connected transactions with our connected persons. Please
see ‘‘Connected Transactions ’’ for more details. Taking into account the amounts and nature of the
relevant transactions during the Track Record Perio d, our Directors believe t hat such transactions
will not affect the operational independence of our Group.
Based on the above, our Directors believe that our business is operationally independent of our
Single Largest Shareholders.
Financial Independence
We have adopted our own independent internal control and financial management systems and
we also have an independent accounting and finance department responsible for discharging relevant
financial and treasury function with relevant finance personnel. We make financial decisions and
determine our use of funds according to our own business needs. We have adequate internal
resources and a strong credit profile to suppor t our daily operation. Moreover, our Board has
established the Audit Committee to provide independent oversight to, among others, our accounting
and financial reporting processes.
We open and manage our bank accounts independently, and have not shared any bank account
with our Single Largest Shareholders or their close associates. We are also capable of obtaining
financing from third parties, if necessary, without reliance on our Single Largest Shareholders. We
do not expect to rely on our Single Largest Sharehold e r so ra n yo ft h e i rc l o s ea s s o c i a t e sf o rf i n a n c i n g
after the Listing as we expect that our working capital will be primarily funded by cash generated
from our business operation, and external financing.
No loan or guarantee has been provided by, or gra nted to, our Single Largest Shareholders or
their respective associates during the Track Rec ord Period and as at the Latest Practicable Date.
In light of the above, our Directors are of the view that we are able to maintain financial
independence from our Single Largest Shareholders.
CORPORATE GOVERNANCE MEASURES
Our Directors recognise the importance of sou nd corporate governance in protection of our
Shareholders’ interests. Our Company will comply with the provisions of the Corporate Governance
Code in Appendix C1 to the Listing Rules, which sets out principles of good corporate governance.
In order to further avoid potential conflicts of interest, we have imple mented the following
measures to strengthen the protection of our Shareholders’ interests:
(i) as part of our preparation for the Global Offering, we have amended our Articles of
Association to comply with the Listing Rules . In particular, our Articles of Association
provide that, unless otherwise provided, a Director shall not vote on any resolution
approving any contract or arrangement or any other proposal in which such Director or
any of his/her close associates have a material interest;
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(ii) where a Shareholders’ meeting is to be hel d for considering proposed transactions in
which our Single Largest Shareholders or a ny of its close associates has a material
interest, our Single Larges t Shareholders will abstain from voting on the relevant
resolutions;
(iii) our Company has established internal c ontrol mechanisms to identify connected
transactions. Upon Listing, if our Company enters into connected transactions with our
Single Largest Shareholders or any of its ass ociates, our Company will comply with the
applicable requirements under the Listing Rules;
(iv) we are committed that our Board shall include a balanced composition of executive
Directors, non-executive Directors and inde pendent non-executive Directors. We have
currently appointed three independent non-executive Directors, and we believe our
independent non-executive Directors: (a) possess sufficient experience; (b) are free of any
business or other relationship which could interfere in any material manner with the
exercise of their independent judgement; an d (c) will be able to provide an impartial and
external opinion to protect the interests of our Shareholders as a whole;
(v) our independent non-executive Directors will continuously review the compliance and
enforcement of the undertakings by Prof. Chen under the non-compete undertakings;
(vi) in the event that our independent non-exec utive Directors are requested to review any
conflict of interests circumstances between our Group, on one hand, and our Single
Largest Shareholders and/or our Directors, on the other hand, our Single Largest
Shareholders and/or our Directors shall provide our independent non-executive Directors
with all necessary information for consid eration and our independent non-executive
Directors can seek advice from independent advisers at the cost of our Company where
necessary; and
(vii) we have appointed Vast Harbour Corp orate Finance Limited (formerly known as
Goldlink Capital (Corporat e Finance) Limited) as our compliance adviser, which will
provide advice and guidance to us in respec t of compliance with the applicable laws in
Hong Kong and the Hong Kong Listing Rules, including various requirements relating to
directors’ duties and corpora te governance, upon Listing.
RELATIONSHIP WITH OUR SINGLE LARGEST SHAREHOLDERS
–1 9 0–


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Upon the Listing, transactions between us and our connected persons will constitute our
continuing connected transactions under Chapter 14A of the Listing Rules.
OUR CONNECTED PERSONS
We have entered into certain transactions in th e ordinary and normal course of our business
with the following connected persons, which will constitute connected transactions upon the Listing:
Name of our connected persons Connected Relationship
Shenzhen Youte Fresh Filter Materials
Technology Co., Ltd. ( 深圳優特清新
濾材科技有限公司)( ‘ ‘Shenzhen
Youte ’’)
As at the Latest Practicable Date, Shenzhen Youte is
held as to 60% by Mr. Chen Yifu
(陳義夫)( ‘ ‘Mr. Chen ’’), who is the son of
Prof. Chen. Therefore, Shenzhen Youte will become
a connected person of our Company upon Listing.
Gotion High-tech, together with its
subsidiaries (‘‘Gotion Group ’’)
Hefei Guoxuan High-tech Power Energy Co., Ltd.
(合肥國軒高科動力能源有限公司)( ’ ’Hefei Guoxuan ’’)
is a substantial shareholder of our subsidiary, Hefei
Senior, as it holds a 27.69% of equity interest in
Hefei Senior. Based on publicly available
information and to the best of our Directors’
knowledge, information and belief, Hefei Guoxuan
is a wholly owned subsidiary of Gotion High-tech
and therefore members of Gotion Group will
constitute connected persons of our Company at
the subsidiary level upon completion of the Listing.
PARTIALLY-EXEMPT CONTINUING CONNECTED TRANSACTIONS
Products Framework Agreement
Principal Terms
On 10 June 2026, our Company, for itself and on behalf of its subsidiaries, entered into a
framework agreement (the ‘‘ Products Framework Agreement ’’) with Shenzhen Youte, pursuant to
which our Group will procure certain products (i ncluding but not limited to purification products)
from Shenzhen Youte, and sell certain products (including but not limited to lithium-ion battery
separators) to Shenzhen Youte.
The initial term of the Products Framework Ag reement will commence on the Listing Date and
end on 31 December 2028. Members of our Group and Shenzhen Youte will enter into individual
agreements for each of the specific transactions c ontemplated thereunder, provided that any such
individual agreement shall follow the principles as set out in the Products Framework Agreement
and the aggregate fees to be paid and received by our Group for the three financial years ending 31
December 2028 thereunder shall not exceed the proposed annual caps as set out below.
Reasons for the Transactions
We will, from time to time, procure certain purif ication products from Shenzhen Youte to meet
the demands of our customers. The purification products procured from Shenzhen Youte are not
used in the manufacturing of the Group’s battery separators, but are purchased in response to our
customers’ demands and are sold directly to our customers. Our customers do not procure these
purification products directly from Shenzhen Youte because Shenzhen Youte does not have sales
presence or distribution channels in Europe. Having identified our customers’ needs for such
purification products, and given that our customers consider it more convenient to procure these
products through us as part of their existing su pply relationship, we act as an intermediary to
facilitate such procurement. This arrangement allo ws our customers to streamline their procurement
process and consolidate their supplier relationships, whilst enabling us to provide value-added
CONNECTED TRANSACTIONS
–1 9 1–


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services to our customer base. Our procurement of purification products from Shenzhen Youte is
conducted on a demand-driven basis. We receive en quiries or purchase orders from our customers
specifying their requirements and, upon receip t of confirmed orders, we place corresponding
purchase orders with Shenzhen Youte for the requi red quantities. We do not maintain significant
inventory of purification products, as purchase s are made against actual customer orders. This
approach minimises inventory risk and ensures t hat our procurement is aligned with genuine
customer demand.
We charge our customers on a cost-plus pricing basis, which is intended to cover our handling,
logistics coordination, quality assurance and oth er administrative costs, taking into account the
convenience and value-added services we provide. Such procurement will be entered into on normal
commercial terms in the ordinary and usual course of our business with third parties including
Independent Third parties and Shenzhen Youte. We are not and will not be bound to procure
products from Shenzhen Youte, and we will only procure products from Shenzhen Youte if we
consider it is in the interests of our Company and Shareholders as a whole.
Shenzhen Youte engages in the production and sa les of purification products. During the Track
Record Period, we have supplied products includi ng lithium-ion battery separators to Shenzhen
Youte and we expect that we will continue to provide such products after the Listing. Our Group has
a stable business relationship with Shenzhen Y oute. Shenzhen Youte is familiar with the products
that our Group manufactured and procures these products for its production of purification
products. Such collaboration with Shenzhen Youte brings our Group additional sales.
Consideration and Pricing Policies
T h ef e e st ob ep a i db yo u rG r o u pt oS h e n z h e nY o u t es h a l lb ed e t e r m i n e dt h r o u g ha r m ’ sl e n g t h
negotiations between the relevant parties and w ith reference to: (i) the type of products and
transaction volume; (ii) the prevailing market price of products of similar nature, type and quantity;
and (iii) the price offered by Independent Third Parties to us for similar products.
The fees to be charged by our Group to Shenzhen Youte shall be determined through arm’s
length negotiations between the relevant parties and with reference to: (i) the type of products and
transaction volume; (ii) the prevailing market p rice of products of similar nature and quantity; (iii)
expected expenses and cost and profit margin of our Group; and (iv) the price offered by the relevant
member of our Group to Independent T hird Parties for the similar products.
Historical Amounts
During the Track Record Period, we did not p rocure any products from Shenzhen Youte.
We have only supplied products to Shenzhen Youte since December 2024. The historical sales
by our Group to Shenzhen Youte for the year end ed 31 December 2024 and 2025 was RMB5,735 and
RMB431,000, respectively.
Annual Caps
The following table sets forth the proposed annual caps for the annual procurement/sales by
our Group from/to Shenzhen Youte under the Products Sales Framework Agreement:
For the year ending 31 December
2026 2027 2028
(RMB in million)
Procurement by our Group from Shenzhen
Youte 2.5 3.0 4.0
Sales by our Group to Shenzhen Youte 3.0 4.0 5.0
CONNECTED TRANSACTIONS
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The proposed annual caps are determined based on:
(i) the historical amounts of the transactions contemplated under the relevant sales by our
Group to Shenzhen Youte during the Track Record Period;
(ii) the existing transactions entered into between the relevant members of our Group and
Shenzhen Youte;
(iii) the expected demand of our Group/Shenzh en Youte for such products due to the plan for
business expansion, the potential demand of our customers, and increasing market
opportunities of each of our Group and Shenzhen Youte; and
(iv) other factors including but not limited to th e expected market price of such products and
their expected market trend.
Listing Rules Implications
As the highest applicable percentage ratio o f the transactions under the Products Sales
Framework Agreement for the three years ending 31 December 2028 calculated for the purpose of
Chapter 14A of the Listing Rules is higher than 0.1% but below 5% on an annual basis, such
transactions will, upon Listing, constitute continuing connected transactions of our Company and
subject to the annual reporting requirement under Rules 14A.49 and 14A.71 of the Listing Rules and
the announcement requirement under Rule 14A.35 of the Listing Rules but exempt from the
independent Shareholders’ approval requiremen ts under Rule 14A.76(2)(a) of the Listing Rules.
NON-EXEMPT CONTINUING CONNECTED TRANSACTIONS
Products Sales Framework Agreement
Principal Terms
On 10 June 2026, our Company, for itself and on behalf of its subsidiaries, entered into a
framework agreement (the ‘‘ Products Sales Framework Agreement ’’) with Gotion Group, pursuant to
which our Group will sell certain products (in cluding but not limited to lithium-ion battery
separators) to Gotion Group.
The initial term of the Products Sales Framework Agreement will commence on the Listing
Date and end on 31 December 2028. Members of o ur Group and Gotion Group will enter into
individual agreements for each of the specific tran sactions contemplated thereunder, provided that
any such individual agreement shall follow the principles as set out in the Products Sales Framework
Agreement and the aggregate fees to be received by ou r Group for the three financial years ending 31
December 2028 thereunder shall not exceed the proposed annual caps as set out below.
Reasons for the Transaction
Gotion High-tech is a new energy battery enterprise and green energy solution provider which
principally engages in the business of, among others, lithium-iron phosphate materials and batteries.
Our Group has a long-term co-operation and stable business relationship with Gotion Group.
During the Track Record Period, our Group has pr ovided certain lithium-ion battery separators
such as wet process separators to members of G otion Group and we expect that we will continue
these transactions with Gotion Group, given their continued demand for our products. Such
collaboration with Gotion Group not only brings our Group additional sales but also the
opportunities to expand our reach and further promote our offerings.
Consideration and Pricing Policies
The fees to be received by our Group from Gotion Group shall be determined through arm’s
length negotiations between the relevant parties and with reference to: (i) the type of products and
transaction volume; (ii) the prevailing market price of products of similar nature, type and quantity;
(iii) expected expenses and cost and profit margin of our Group; and (iv) the price offered by the
relevant member of our Group to Indepen dent Third Parties for similar products.
CONNECTED TRANSACTIONS
–1 9 3–


--- page 203 ---
Historical Amounts
The historical sales by our Group to Gotion Group for the years ended 31 December 2023, 2024
and 2025 were RMB223.0 million, RMB304.0 million and RMB376.0 millio n, respectively.
Annual Caps
The following table sets forth the proposed annual caps for the amounts of sales by our Group
to Gotion Group:
For the year ending 31 December
2026 2027 2028
(RMB in million)
Sales by our Group to Gotion Group 638.0 759.0 800.0
The proposed annual caps are determined based on:
(i) the historical amounts of the transactions contemplated under the relevant transactions
between our Group and Gotion Group during the Track Record Period;
(ii) the existing transactions entered into between the relevant members of our Group and
Gotion Group and the expected increase in demand of Gotion Group for such products.
The sales volume of our Group’s products, nam ely lithium-ion battery separators, sold to
Gotion Group for the three months ended 31 March 2026 increased by a low double-digit
percentage as compared to that for the corre sponding period in 2025, which is primarily
attributable to Gotion Group’s continued expansion of its production capacity and the
corresponding increase in its demand for our Group’s products;
(iii) the average selling price of our Group’s pr oducts sold to Gotion Group during the three
months ended 31 March 2026 increased by a l ow-to-mid double-digit percentage as
compared to that for the corresponding pe riod in 2025, which is consistent with the
prevailing market price trend and reflects ou r Group’s enhanced product mix and pricing
power; and
(iv) other factors including but not limited to th e expected market price of such products and
services and their expected market trend.
Listing Rules Implications
As the highest applicable percentage ratio of t he transactions with Gotion Group for the three
years ending 31 December 2028 calculated for the purpose of Chapter 14A of the Listing Rules will
be more than 5% on an annual basis, such transact ions will, upon Listing, constitute continuing
connected transactions of our Company and subject to the reporting, annual review, announcement
and independent Shareholders’ approval requirements under Chapter 14A of the Listing Rules. In
accordance with Rules 14A.55 and 14A.56, the i ndependent non-executive Directors and the
Company’s auditors will review the continuing connected transactions annually, and their
confirmations will be disclosed i n the Company’s annual report.
INTERNAL CONTROL PROCEDURES
Our Group adopts the following internal control measures to ensure that the continuing
connected transactions will be carried out in ac cordance with the terms of relevant agreements,
including the pricing policies, and in complianc e with all the applicable requirements under the
Listing Rules:
. we have adopted a connected transactions management policy for the purpose of ensuring
that relevant connected transactions will b ec o n d u c t e di naf a i rm a n n e r ,o nn o r m a l
commercial terms and in the interests of our Company and our Shareholders as a whole;
CONNECTED TRANSACTIONS
–1 9 4–


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. prior to the execution of the individual agreements under any framework agreements, the
operation department of the relevant business sector of our Group will compare the terms
of the proposed transactions (including pricing and other contractual terms) with those
similar transactions entered with Independent Third Parties or the terms offered to or by
Independent Third Parties (as the case may be) to ensure that the terms of agreements
thereunder shall be no less favourable to ou r Group than terms between our Group and
the Independent Third Parties;
. the finance team of our Group shall regular ly examine the pricing of the transactions
under the relevant agreements to ensure th at those transactions are conducted in
accordance with the pricing terms therein;
. the internal control team of our Group shall periodically review the pricing of the
transactions under the relevant agreements a gainst the prices negotiated between our
Group and Independent Third Parties for simila r products and services, to ensure that the
terms of the agreements thereunder are not less favourable to our Group than terms
between our Group and the Independent Third Parties;
. the finance and business teams of our Group sh all periodically monitor the transaction
amount under relevant agreements, when it is expected that the transaction amount might
exceed the annual cap, promptly report i n accordance with our Group’s connected
transactions management policy to ensur e that the Company complies with all the
applicable requirements under the Listing Rules, including to revise the relevant annual
cap when appropriate;
. the legal team of our Group has reviewed the terms of the relevant agreements, and shall
in case of any proposed change to the major terms of the transactions, ensure that the
Company complies with all the applicable requ irements under the Listing Rules, including
but not limited to publishing an announcement; and
. our Independent Non-executive Directors and auditors will conduct an annual review of
the continuing connected transactions un der the partially-exempt and non-exempt
connected transactions and provide annua l confirmations in accordance with Rules
14A.55 and 14A.56 of the Listing Rules.
WAIVER FROM THE STOCK EXCHANGE
As the material terms of the partially-exempt and non-exempt connected transactions are
disclosed in this prospectus and potential inves tors will participate in the Global Offering on the
basis of the disclosures, our Directors consider that strict compliance with the announcement,
circular and/or independent Shareholders’ approval requirements under Chapter 14A of the Hong
Kong Listing Rules would be unduly burdensome and, in particular, would induce unnecessary
administrative costs to our Company.
As a result, our Company has applied to the Stock Exchange for, and the Stock Exchange has
granted us, subject to the condition that the maximu m aggregate annual transactions value shall not
exceed the estimated annual caps as stated above, a waiver under Rule 14A.105 of the Hong Kong
Listing Rules to exempt (i) transactions set out in ‘‘— Partially-Exempt Continuing Connected
Transactions’’ in this section from strict comp liance with the announcement requirement under
Chapter 14A of the Hong Kong Listing Rules; an d (ii) transactions set out in’’ — Non-Exempt
Continuing Connected Transactions’’ in this sectio n from strict compliance with the requirements on
announcement, circular and independent Shareholders’ approval under Chapter 14A of the Hong
Kong Listing Rules. Apart from the above waivers sought on the strict compliance of the
announcement and/or independent Shareholders’ approval requirements, we will comply with the
relevant requirements under Chapter 14A of the Listing Rules.
Our independent non-executive Directors and auditors of our Company will review whether the
above partially-exempt and non-exempt continui ng connected transactions have been entered into
pursuant to the principal terms and pricing policie s as disclosed in this section. The confirmation
from our independent non-executive Directors and our auditors will be disclosed annually in
accordance with the requirements of the Hong Kong Listing Rules.
CONNECTED TRANSACTIONS
–1 9 5–


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In addition, we confirm that we will comply with the relevant requirements under Chapter 14A
of the Hong Kong Listing Rules and immediately inform the Stock Exchange before any of the
proposed annual caps set out above is exceeded, or when there is a material change in the terms of
these transactions.
DIRECTORS’ CONFIRMATION
Our Directors (including independent non-e xecutive Directors) are of the view that the
partially-exempt and non-exempt continuing co nnected transactions set out above will be and/or
have been entered into in our ordinary and usual course of business on normal commercial terms or
better which are fair and reasonable and in the interests of our Company and our Shareholders as a
whole, and the proposed annual caps in respect of the aforementioned continuing connected
transactions are fair and reasonable and in the interests of us and our Shareholders as a whole.
SOLE SPONSOR’S CONFIRMATION
The Sole Sponsor has (i) reviewed the relevant documents and information provided by the
Company in connection with the aforesaid Products Framework Agreement and the Products Sales
Framework Agreement; and (ii) engaged in du e diligence review and discussions with the
management of the Company. On the basis of the foregoing, the Sole Sponsor is of the view that
each of the aforementioned Products Framework Agreement and the Products Sales Framework
Agreement (in respect of which waivers are sought) has been entered into in the ordinary and usual
course of business on normal commercial terms or better, the terms and proposed annual cap of
which are fair and reasonable and in the interests of the Company and its Shareholders as a whole.
CONNECTED TRANSACTIONS
–1 9 6–


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DIRECTORS
Our Board consist of the following Directors. O ur Directors serve a term of three years and
shall be subject to re-election upon the expiry of their respective term of office.
Name Age Position(s)
Date of joining
our Group
Date of
appointment
as Director
(1) Roles and responsibilities
Chen Xiufeng
(陳秀峰)
59 Executive Director,
chairman of our
Board and general
manager
September 2003 September 2008 Responsible for the strategic
planning, business
direction and daily
operation and
management of our
Group
ZHANG XIAOMIN 58 Executive Director, vice
general manager and
chief technology
officer
January 2017 December 2023 Responsible for the overall
management, daily
operation, and
technologies of our
Group
Xu Liqiang
(徐李強)
48 Executive Director May 2021 June 2025 Responsible for the overall
management and daily
operation of our east
China base
Zhu Bide ( 朱彼得) 70 Non-executive Director November 2021 November 2021 Responsible for providing
professional opinion and
judgement to the Board
Tang Changjiang ( 唐
長江)
56 Independent
non-executive
Director
September 2024 September 2024 Responsible for providing
independent opinion and
judgement to the Board
Lin Zhiwei
(林志偉)
(2)
46 Independent
non-executive
Director
November 2020 November 2020 Responsible for providing
independent opinion and
judgement to the Board
Sun Zhenzhen
(孫珍珍)
41 Independent
non-executive
Director
December 2023 December 2023 Responsible for providing
independent opinion and
judgement to the Board
Leung Shu Sun
Sunny
(梁樹新)
63 Independent
non-executive
Director
Listing Date June 2025 Responsible for providing
independent opinion and
judgement to the Board
Notes:
(1) The dates of the appointment refer to the appointment of the relevant positions in our Company after its
conversion into a joint stock company with limited liabili ty in September 2008. For the details of the conversion,
please see ‘‘History and Corporate Structure — Incorporation of our Company and Conversion into a Joint Stock
Company .’’
(2) Dr. Lin Zhiwei has resigned as a Director with effect from the Listing Date.
Executive Directors
Prof. Chen Xiufeng ( 陳秀峰), aged 59, is an executive Director, chairman of the Board and
general manager of our Company. Prof. Chen founded our Group in September 2003 and has been
serving as a Director and the chairman of the Board since September 2008, and the general manager
since November 2020. He is primarily responsible for the strategic planning, business direction and
daily operations and management of our Group.
From August 2003 to 2007, Prof. Chen served as su pervisor, director and subsequently the
chairman of the Board at Shenzhen Fu Yi Da Electronics Technology Co. Ltd. ( 深圳市富易達電子科
技有限公司), the predecessor of our Company. Prior to t hese roles, Prof. Chen served as import and
export department manager at Shenzhen Sea World Co., Ltd. ( 深圳海上世界股份有限公司)f r o m
November 1988 to December 1990, head of foreign exchange and credit department at Industrial and
DIRECTORS AND SENIOR MANAGEMENT
–1 9 7–


--- page 207 ---
Commercial Bank of China Limit ed Shenzhen Shangbu Branch ( 中國工商銀行股份有限公司深圳上
步支行) from January 1991 to August 1997, and the chairman of the board at Shenzhen Rongshifa
Investment Co., Ltd. ( 深圳市融事發投資有限公司) from August 1998 to July 2003. Prof. Chen was
appointed as a professor by the School of Energy and Power Engineering of Huazhong University of
Science and Technology ( 華中科技大學) in September 2023 for a term of three years.
Prof. Chen obtained his bachelor’s degree in power engineering from Huazhong University of
Science and Technology ( 華中科技大學) in the PRC in July 1988.
Dr. ZHANG XIAOMIN , aged 58, is an executive Director, vice general manager and chief
technology officer of our Company. Dr. Zhang is primarily responsible for the overall management,
daily operation and technologies of our Group.
Dr. Zhang has been a Director since December 2023, the chief technology officer of our
Company since January 2017 and the vice general manager of our Company since January 2024.
Prior to joining our Group, Dr. Zhang served as a researcher of National Research Council Canada
from 2000 to 2003. Dr. Zhang served se veral positions including senio r scientist, technical associate
and technical fellow at a subsidiary of Polypore International, LLC from 2005 to November 2016.
He obtained his doctoral degree in polymer physics and chemistry from Chinese Academy of
Sciences ( 中國科學院) in the PRC in July 1997.
Mr. Xu Liqiang ( 徐李強), aged 48, is an executive Director of our Company. Mr. Xu is
primarily responsible for the o verall management and daily operation of our east China base.
Mr. Xu has been a Director since June 2025. He served as the deputy general manager of
Jiangsu Senior from May 2021 to March 2022, the g eneral manager of Nantong Senior from July
2022 to June 2024. Mr. Xu has been serving as the general manager of the east China base of our
Company since June 2024. Prior to joining our gro up, Mr. Xu served as multiple roles at Murata
Energy Device Wuxi Co., Ltd. ( 村田新能源（無錫）有限公司) from November 2001 to October 2019,
including engineer, deputy operations manager, vice president and deputy general manager.
Mr. Xu obtained his bachelor’s degree in mechanical engineering and automation from
Nantong Institute of Engineering (
南通工學院), currently known as Nantong University ( 南通大學),
in the PRC in June 2000.
Non-Executive Director
Mr. Zhu Bide ( 朱彼得) (former name: Zhu Weibin ( 朱衛兵)), aged 70, is a non-executive
Director. He has been a Director since Novemb er 2021. Mr. Zhu is primarily responsible for
providing professional opinion and judgement to the Board.
Mr. Zhu has been serving as a Director since November 2021. Prior to joining our Group, he
taught at Huazhong University of Science and Technology ( 華中科技大學) from February 1985 to
September 1988. He worked at Shenzhen Shekou Enterprise Group ( 深圳市蛇口企業集團)f r o m
October 1988 to December 1994. He worked at China Guangfa Bank Co., Ltd. ( 中國廣發銀行股份有
限公司) and China Guangfa Securities Co., Ltd. ( 中國廣發證券股份有限公司) from 1995 to January
2003. He served as the chief representative of th e Beijing office of Guoyuan Securities Co., Ltd. ( 國元
證券股份有限公司) and the general manager of the business department from February 2003 to
December 2004. He served as the vice president of Beijing Intercontinental Investment Co., Ltd. ( 北
京洲際投資有限公司) from January 2005 to 2008. He served as deputy director and chief economist
of the China Urban Development Research Institute ( 中國城市發展研究院) from March 2008 to
October 2021.
Mr. Zhu obtained his bachelor’s degre e in economics from Yunnan University ( 雲南大學)i n
PRC in July 1982 and his master’s degree in economics from Huazhong University of Science and
Technology ( 華中科技大學) in November 1985.
DIRECTORS AND SENIOR MANAGEMENT
–1 9 8–


--- page 208 ---
Independent Non-Executive Directors
Mr. Tang Changjiang ( 唐長江), aged 56, was appointed as an independent non-executive
Director in September 2024. Mr. Tang is primarily re sponsible for providing independent advice and
judgement to the Board.
Mr. Tang has been serving as the independent director of Tianjin Guoan Mengguli New
Materials Technology Co., Ltd. ( 天津國安盟固利新材料科技股份有限公司)s i n c eJ a n u a r y2 0 2 4a n d
Taihe New Materials Group Co., Ltd. ( 泰和新材集團股份有限公司) since April 2023. He currently
serves as the secretary-general of Guan gdong Battery Industry Association ( 廣東省電池行業協會).
From August 1994 to Oct ober 1996, Mr. Tang served as gener al manager at Shenzhen Collins
Electronics Industrial Co., Ltd. ( 深圳科林斯德電子實業有限公司). From March 1998 to May 2002,
Mr. Tang served as the deputy secretary-general a t Shenzhen Electronics Industry Association ( 深圳
市電子行業協會). From March 2003 to June 2013, he served as the general manager of Shenzhen
Tangshi Electronics Co., Ltd. ( 深圳市唐氏電子有限公司). From July 2013 to May 2019, he served as
the vice general manager at Shenzhen Xinyuhuan Testing Co., Ltd. ( 深圳市鑫宇環檢測有限公司).
From June 2020 to March 2023, he served as the independent director at Yunnan Enjie New
Materials Co., Ltd. ( 雲南恩捷新材料股份有限公司), a company listed on the Shenzhen Stock
Exchange under the stock code 002812.
Mr. Tang obtained his master’s degree in Vict oria University in Australia in November 2014.
Dr. Lin Zhiwei ( 林志偉), aged 46, was appointed as an independent non-executive Director in
November 2020. Dr. Lin is primarily responsible for providing independent advice and judgement to
the Board.
Dr. Lin has taught in Shenzhen University ( 深圳大學) since July 2014 and currently serves as
the deputy director of the accounting department of Shenzhen University. He also has been serving
as the independent director of Shenzhen Jieshun Technology Industry Co., Ltd. ( 深圳市捷順科技實
業股份有限公司), a company listed on the Shenzhen Stock Exchange under the stock code 002609,
since January 2022, Shenzhen Hi-Tech Investment Sanjiang Electronics Co., Ltd. ( 深圳市高新投三江
電子股份有限公司) since March 2022. Dr. Lin has served as the independent director of Shenzhen
Tongtaiying Technology Co., Ltd. ( 深圳市通泰盈科技股份有限公司) since December 2020 and
Shenzhen Huichun Technology Co., Ltd. ( 深
圳市匯春科技股份有限公司) since April 2022.
Dr. Lin obtained his master’s degree in a ccounting from Shenzhen University ( 深圳大學)i nt h e
PRC in July 2007 and his Doctoral degree in accounting from Shanghai University of Finance and
Economics ( 上海財經大學) in the PRC in June 2012.
Ms. Sun Zhenzhen ( 孫珍珍), aged 41, was appointed as an independent non-executive Director
in December 2023. Ms. Sun is primarily responsible f or providing independe nt advice and judgement
to the Board.
Ms. Sun has been serving as the secretary-general of standardisation technical committee of
Shenzhen Polymer Ind ustry Association ( 深圳市高分子產業協會標準化技術委員會) since 2020. Prior
to this role, Ms. Sun served as the head of the R&D department at Shenzhen Esun Industrial Co.,
Ltd. ( 深圳光華偉業股份有限公司) from July 2011 to May 2013.
Ms. Sun obtained her bachelor’s degree in che mical engineering and te chnology from Wuhan
University of Technology ( 武漢工程大學) in June 2008, her master’s degree in materials processing
from Chongqing University of Technology ( 重慶理工大學) in June 2011. Ms. Sun was accredited as
the senior engineer in polymer chemistry by She nzhen Municipal Human Resources and Social
Security Bureau ( 深圳市人力資
源和社會保障局).
Mr. Leung Shu Sun Sunny ( 梁樹新), aged 63, was appointed as ou r independent non-executive
Director on June 2025 with effect from Listing. Mr . Leung is primarily responsible for providing
independent advice and judgement to the Board.
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Mr. Leung has been serving as a director of Universal Link Consultants Limited ( 達盈顧問有限
公司) since July 2001, an independent non-executive d irector at Pan Asia Environmental Protection
Group Limited, a company listed on the Main Boar d of the Stock Exchange under the stock code
00556, since December 2007, an independent non-executive director at China Art Financial Holdings
Limited ( 中國藝術金融控股有限公司), a company listed on the Main Board of the Stock Exchange
under the stock code 01572, since October 2016 and a director of Gold Fountain (China) Trading
Limited ( 金泉（中國）貿易有限公司) since February 2021. He served as the company secretary of
Xiwang Sugar Holdings Company Limited (now kn own as Xiwang Property Holdings Limited), a
company listed on the Main Board of the Stock Exchange under the stock code 02088, from 2005 to
June 2007.
Prior to these roles, Mr. Leung worked at Pr icewaterhouseCoopers (formerly known as
Coopers & Lybrand) from 1988 to 1990 and last served as senior auditor. He served as the financial
controller of a Bel Trade (Holdings) Company Ltd. ( 百營（控股）有限公司) from October 1993 to
June 1998.
Mr. Leung obtained his professional diploma in accounting from Hong Kong Polytechnic
University (formerly known as Hong Kong Polytechnic) in Hong Kong in November 1987, his
master’s degree in business administration from t he University of South Australia in Australia in
December 1997. He is a member of the Hong Kong In stitute of Certified Public Accountants.
Save as disclosed above, (i) none of our Directors (other than our independent non-executive
Directors) has any interests in any b usiness, which competes or is likel y to compete, either directly or
indirectly, with our business, and (ii) to the best k nowledge, information and belief of the Directors
having made all reasonable inquiries, there were no other matters with respect to the appointment of
the Directors that need to be brought to the attention of the Shareholders and there was no
information relating to our Directors that is require d to be disclosed pursuant to Rules 13.51(2)(b) to
( v )o ft h eL i s t i n gR u l e s .
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 on 20 June 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/her independence as
regards each of the factors referred to in Rules 3.13 (1) to (8) of the Listing Rules, (ii) he/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 our Company under the Listing Rules as at the Latest
Practicable Date, and (iii) that there are no other f actors that may affect his/her independence at the
time of his/her appointments.
SENIOR MANAGEMENT
The senior management is respon sible for the day-to-day management of our business. None of
the members of senior management are related to our Directors or other members of senior
management. The following table sets out the information of members of our senior management.
Name Age Position(s)
Date of joining
our Group
Date of
appointment
as Director/senior
management
(1) Roles and responsibilities
Chen Xiufeng
(陳秀峰)
59 Executive Director,
chairman of our
Board and general
manager
August 2003 September 2008 Responsible for
the strategic planning,
business
direction and daily
operations and
management of our
Group
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Name Age Position(s)
Date of joining
our Group
Date of
appointment
as Director/senior
management
(1) Roles and responsibilities
ZHANG XIAOMIN 58 Executive Director, vice
general manager and
chief technology
officer
January 2017 December 2023 Responsible for the overall
management, daily
operation and
technologies of our
Group
Xia Jun ( 夏鈞) 46 Vice general manager
and vice president of
marketing
February 2023 February 20 23 Responsible for daily
operation of our Group
Wang Hao ( 王浩) 44 Chief financial officer January 20 24 January 2024 Responsible for overall
financial
management of our
Group
Li Sheng ( 李昇) 41 Board secretary and
joint company
secretary
September 2024 September 2024 Responsible for information
disclosure and investor
relations
management of our
Group
Note:
(1) The dates of the appointment refer to the appointment of the relevant positions in our Company after its
conversion into a joint stock company with limited liabili ty in September 2008. For the details of the conversion,
please see ‘‘History and Corporate Structure — Incorporation of our Company and Conversion into a Joint Stock
Company .’’
Prof. Chen Xiufeng ( 陳秀峰), aged 59, is an executive Director, chairman of the Board and
general manager of our Company. For Pro f. Chen’s biography, please see ‘‘ — Directors — Executive
Directors ’’ in this section.
Dr. ZHANG XIAOMIN , aged 58, is an executive Director, vice general manager and chief
technology officer of our Company. For Dr. Zhang’s biography, please see ‘‘ —D i r e c t o r s—
Executive Directors ’’ in this section.
Mr. Xia Jun ( 夏鈞), aged 46, has been our vice president of marketing since February 2023 and
our vice general manager since January 2024. He is responsible for daily operation of our Group.
Prior to joining our Group, Mr. Xia served as marketing & sales senior manager at Daikin
Chemical International Trading (Shanghai) Co., Ltd. ( 大金化學國際貿易（上海）有限公司)f r o m
March 2003 to October 2006 and Daikin Fluorochemicals (China) Co., Ltd. 大金氟化工（中國）有限
公司 from October 2006 to September 2014. He served as Northeast Asia Sales Director at SI
Group-Shanghai Co., Ltd. ( 聖萊科特化工（上海）有限公司) from September 2014 to January 2018.
He served as Greater China materials sales director at Solvay (Shanghai) Co., Ltd. ( 蘇偉（上海）有限
公司) from January 2018 to March 2023.
Mr. Xia obtained her bachelor’s degree in Thermal Energy and Power Engineering from
Shanghai Jiaotong University ( 上海交通大學) in July 2002, his master’s degree in power and field
engineering in June 2009 and master’s degree in business administration in March 2013 from
Shanghai Jiaotong University.
Mr. Wang Hao ( 王浩), aged 44, has been our chief financial officer since January 2024. He is
responsible for overall financial management of our Group.
Prior to joining our Group, Mr. Wang worked in Wante Electronics (Shanghai) Co., Ltd. ( 萬特
電子（上海）有限公司) from July 2005 to April 2007, Dow (China) Investment Co., Ltd. ( 陶氏（中國）
投資有限公司) from May 2007 to April 2008, Visteon (Asia Pacific) Co., Ltd. ( 偉世通（亞太）有限公
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司) from May 2008 to April 2011, Bosch Automotive Service Technology (Suzhou) Co., Ltd. ( 博世汽
車服務技術（蘇州）有限公司) from October 2011 to July 2015. Mr. Wang served as financial director
and the director of Ningbo Jifeng Automotive Parts Co., Ltd ( 寧波繼峰汽車零部件股份有限公司), a
company listed on the Shanghai Stock Exchange under the stock code 603997, from May 2017 to
May 2021. He served as a director and the vice pres ident of finance at EziSurg Medical Co., Ltd. ( 上
海逸思醫療科技股份有限公司) from May 2021 to May 2022. He served as the chief financial officer
and senior vice president of Shanghai Asensing Technology Co., Ltd. ( 導遠電子科技（上海）有限公
司) from June 2022 to December 2023.
Mr. Wang obtained his bachelor’s degree in accounting from Harbin Institute of Technology
(哈爾濱工業大學) in July 2005.
M r .L iS h e n g( 李昇), aged 41, has been our board secretary since September 2024 and joint
company secretary since June 2025. He is responsib le for information disclosure and investor
r e l a t i o n sm a n a g e m e n to fo u rG r o u p .
Prior to joining our Group, Mr. Li served as multip le titles at Industrial Securities Co., Ltd. ( 興
業證券股份有限公司), a company listed on the Shanghai Stock Exchange under the stock code
601377, from 2011 to 2021, including sales manager of i nstitutional client department, sales manager
of financial and economic research institute, head of Guangzhou business of sales trading
headquarters. He served as the head of South Chin a group of institutional client headquarters at
Shenwan Hongyuan Secu rities Co., Ltd. ( 申萬宏源證券有限公司) from September 2021 to September
2024.
Mr. Li obtained his bachelor’s degree in enviro nmental engineering from Nanjing University in
PRC in June 2006 and his master’s degree in finance from Sun Yat-sen University ( 中山大學)i nP R C
in June 2010.
FURTHER INFORMATION ABOUT PROF. CHEN
During his tenure with our Group, Prof. Chen, our executive Director, chairman of the Board
and a Single Largest Shareholder, received cer tain regulatory and warning decisions (the
‘‘Decisions ’’) from the Shenzhen Stock Exchange and the CSRC (collectively, the ‘‘ Incidents ’’),
listed as follows:
(i) Delayed notification of share pledge by Prof. Chen (March 2018) Prof. Chen pledged 17.7
million shares (about 9.22% of the Company’s total share capital) on 6 March 2018, but
only notified the Company of this pledge on 23 March 2018. This delay was due to his
inadvertent oversight of the relevant reporting requirements. The Shenzhen Stock
Exchange required Prof. Chen to be more attentive, correct the breach, and prevent
recurrence.
(ii) Unreported related party transaction due to unnotified directorship (November 2018) Mr.
Wu Feng, then an independent non-executive director of the Company, was appointed as
an independent non-executive director of Tianjin Lishen Battery Co., Ltd. ( 天津力神電池
股份有限公司), (‘‘Tianjin Lishen ’’) (a customer), making Tianjin Lishen a related party
from December 2017. Wu Feng did not notify the Board, and the Board only approved
and disclosed the related party transaction after business of RMB29.2 million had already
occurred in October 2025 and Mr. Wu Feng resigned in the same month due to personal
matters. The Board (including Prof. Chen) was required to address the oversight and
prevent similar issues.
(iii) Delayed shareholding change disclosure by controlling shareholders (December
2020/January 2021) Prof. Chen and another contro lling shareholder reduced their
collective Company stake from about 26.49% to 20.81% (a decrease exceeding the 5%
disclosure threshold) between August 2019 and November 2020, but delayed disclosing
this change and the related share sales until 27 November 2020. The delay occurred partly
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because Prof. Chen was unaware of the other shareholder’s reduction. The Shenzhen
CSRC and the Shenzhen Stock Exchange issued a warning, requiring better compliance
going forward.
(iv) Failure to properly record insider information access (July 2023) In August 2021, the
Company signed a significant sales contract but failed to accurately record all persons
with access to insider information due to staff errors. The Shenzhen CSRC issued a
warning letter to the Company, Prof. Chen (as Chairman), and the then Board secretary,
instructing them to improve internal controls and prevent similar lapses.
Despite these incidents involving Prof. Chen, after conducting a comprehensive assessment
(including understanding the nature of the Incident), the Company is of the view that the Decisions
did not adversely affect Prof. Chen’s suitability to act as an executive Director and chairman of the
Board, and Prof. Chen possesses the experience, kno wledge, and skills required to serve as a director
of a listed company under Listing Rules 3.08 and 3.09, and the Decisions do not have any material
adverse effect on the Company’s suitability for lis ting on the Stock Exchange, for the following
reason:
(i) according to the PRC Company Law and the rules of the Shenzhen Stock Exchange, the
Decisions did not prohibit Prof. Chen from ac ting as a director or a chairman of the board
of directors of any PRC incorporated company;
(ii) as disclosed in Prof. Chen’s biography above, Prof. Chen is the founder of the Company
and has abundant experience in the industries the Group operates in. To the best
knowledge of the Company having made all reasonable enquiries, save as disclosed above,
Prof. Chen has no other record of non-compliance as a Director or member of senior
management of the Company or any other listed company;
(iii) Prof. Chen has participated in relevant t rainings, development and updated to his
knowledge and skills to keep up with the lates t regulatory developments, including
trainings and reading materials on topics such as corporate governance, connected
transactions, directors’ responsibilities, co ntinuous obligations of listed companies under
the Listing Rules and the consequences of violating the Listing Rules and Hong Kong
laws;
(iv) the Company has also implemented internal control measures to ensure full compliance
with applicable laws and regulations in the f uture, including but not limited to appointing
the Compliance Adviser and enhancing the info rmation disclosure policies. Following the
Incidents, the Company has taken rectification actions including establishing direct
reporting channels for major shareholders, requiring Directors and senior management to
declare and update their connected relationships, and implementing procedures to identify
and record persons with access to inside information. The Company has established a
comprehensive information disclosure mana gement systems, including the following:
a. the ‘‘Information Disclosure Management Po licy’’, which stipulates that when shares
held by a company shareholder exceedin g 5% are pledged, frozen, judicially
auctioned, entrusted, placed in trust, or subject to legally restricted voting rights,
such shareholder or the actual controlle r shall immediately notify the company and
cooperate in fulfilling informa tion disclosure obligations;
b. the ‘‘Connected Transaction Management Policy’’ to clearly define the scope of
connected persons (including connected natural persons, connected legal persons,
and potential connected persons). These systems require directors and senior
management to promptly declare their connect ed relationships, strictly regulate the
decision-making procedures for connect ed transactions and the information
disclosure process; and
c. the ‘‘Insider Information Registration Policy’’, which clearly defines the scope of
inside information and persons with ac cess to such information. Pursuant such
policy, the Company has established procedures for inside information approval and
insider registration.
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These systems will monitor and manage the inf ormation disclosure activities of the Group
to prevent similar incidents happening to the C ompany. It includes a clear review process
to ensure the accuracy and truth fulness of disclosures, involving coordinated reviews by
multiple departments (such as the Board office , legal department, finance department and
relevant business units and functional departments), including the secretary to the Board.
In addition, in reviewing the disclosure on c ertain transactions, Directors, including
Independent non-executive Directors may see k independent professional advice at the
cost of the Company to assist in reviewing and evaluating the relevant transactions; and
(v) the Company and the Directors will ensu re compliance with all applicable laws and
regulations, including but not limited to th e Listing Rules, by timely consulting the
Compliance Adviser and seeking independe nt legal and/or financial advice when
necessary (especially before entering into any transaction or corporate action subject to
Chapter 14 and Chapter 14A of the Listing Rules).
The Company confirms that the Shenzhen Stock Exchange and the CSRC have been notified of
the rectification actions taken as described above and have raised no further objections or comments
on such actions. The rectification measures have b een fully implemented and t he relevant regulatory
authorities have not issued any further warnings, d ecisions or sanctions in relation to these matters
since the dates of the original Decisions. The Company further confirms that the Decisions are final
and conclusive. No appeals have been filed, and P rof. Chen and the Company have fully complied
with the Decisions. The relevant regulatory authorities have not issued any subsequent warnings,
sanctions or enforcement actions in relation to the Incidents, and the m atters are therefore
considered closed.
In light of the above reasons, the Directors are of the view that the Incidents revealed in the
Decisions were immaterial and Prof. Chen is suitab le to serve as a director of a listed company under
Rules 3.08 and 3.09 of the Listing Rules. Based o n the independent due d iligence conducted by the
Sole Sponsor, nothing has come to the Sole Sponsor’s attention that would cause them to disagree
with our Directors’ confirmation that Prof. Chen i s suitable to serve as a director under Rules 3.08
and 3.09 of the Listing Rules.
FURTHER INFORMATION ABOUT MR. ZHU
During his tenure with our Group, Mr. Zhu, a non-executive Director, reported in the
announcement that his spouse, Ms. Jiang Lihua, inadvertently conducted short-swing trading by
selling Company shares within six months of purchase (‘‘ misconduct ’’), resulting in a profit of
RMB214. This amount was promptly returned to the Company, with no evidence of insider trading
or intentional misconduct. Both Ms. Jiang and Mr. Zhu issued an apology and pledged to strengthen
compliance with relevant laws to prevent recurrence.
Despite the misconduct involving Mr. Zhu and his spouse, after conducting a comprehensive
assessment (including understanding the nature of the misconduct), the Company is of the view that
the misconduct did not adversely affect Mr. Zhu ’s suitability to act as a Director, and Mr. Zhu
possesses the experience, knowledge, and skills re quired to serve as a director of a listed company
under Listing Rules 3.08 and 3.09, and the misconduct do not have any material adverse effect on the
Company’s suitability for listing on the Sto ck Exchange, for the f ollowing reason:
(i) according to the PRC Company Law and the rules of the Shenzhen Stock Exchange, the
misconduct did not prohibit Mr. Zhu from acting as a director of any PRC incorporated
company;
(ii) Mr. Zhu has participated in relevant trainings, development and updated to his
knowledge and skills to keep up with the lates t regulatory developments, including
trainings and reading materials on topics such as corporate governance, connected
transactions, directors’ responsibilities, co ntinuous obligations of listed companies under
the Listing Rules and the consequences of violating the Listing Rules and Hong Kong
laws;
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(iii) the Company has also implemented internal control measures to ensure full compliance
with applicable laws and regulations in the f uture, including but not limited to appointing
the Compliance Adviser and enhancing the info rmation disclosure policies. Following the
misconduct, the profit was immediately ret urned to the Company, and the Company has
enhanced its policies to require Directors to ensure their close family members comply
with applicable trading restrictions and has implemented a pre-clearance system for share
trading by Directors and their close associates. The Company has established a
comprehensive information disclosure mana gement systems, including the following:
The ‘‘Insider Information Registration Polic y’’, which clearly defi nes the scope of inside
information and persons with access to such information. Pursuant such policy, the
Company has established procedures for inside information approval and insider
registration.
These systems will monitor and manage the inf ormation disclosure activities of the Group
to prevent similar incidents happening to the C ompany. It includes a clear review process
to ensure the accuracy and truth fulness of disclosures, involving coordinated reviews by
multiple departments (such as the Board office , legal department, finance department and
relevant business units and functional departments), including the secretary to the Board.
In addition, in reviewing the disclosure on c ertain transactions, Directors, including
Independent non-executive Directors may see k independent professional advice at the
cost of the Company to assist in reviewing and evaluating the relevant transactions; and
(iv) the Company and the Directors will ensu re compliance with all applicable laws and
regulations, including but not limited to th e Listing Rules, by timely consulting the
Compliance Adviser and seeking independe nt legal and/or financial advice when
necessary.
The Company confirms that the Shenzhen Stock Exchange and the CSRC have been notified of
the rectification actions taken as described above and have raised no further objections or comments
on such actions. The rectification measures have b een fully implemented and t he relevant regulatory
authorities have not issued any further warnings , decisions or sanctions in relation to this matter
since the date of the original announcement. The Company further confirms that no regulatory
sanctions or warning decisions were issued by the regulatory authorities in relation to this
misconduct beyond the public disclosure requir ement. Mr. Zhu and his spouse have fully complied
with all applicable requirements, and the relevant regulatory authorities have not issued any
subsequent warnings, sanctions or enforcement act ions in relation to this matter, which is therefore
considered closed.
In light of the above reasons, the Directors are of the view that the misconduct revealed in the
announcement were immaterial an d Mr. Zhu is suitable to serve as a director of a listed company
under Rules 3.08 and 3.09 of the Listing Rules. B ased on the independent due diligence conducted by
the Sole Sponsor, nothing has come to the Sole Sponsor’s attention that would cause them to
disagree with our Directors’ confirmation that Mr . Zhu is suitable to serve as a director under Rules
3.08 and 3.09 of the Listing Rules.
JOINT COMPANY SECRETARIES
M r .L iS h e n g(李昇), aged 41, was appointed as one of our joint company secretaries in June
2025. For Mr. Li’s biography, please see ‘‘ — Senior Management ’’ of this section.
Mr. Chow Tsz Ho ( 周梓浩), aged 29, was appointed as one of the joint company secretaries of
the Company on 18 May 2026. Mr. Chow is an assistant manager of the listing services department
at TMF Hong Kong Limited, responsible for provi ding corporate secretarial and compliance
services to listed companies. He has over seven years of experience in company secretarial
profession.
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Mr. Chow received his bachelor’s degree in bu siness administration from Hong Kong Shue Yan
University ( 香港樹仁大學) in July 2018. He is an associate member of both The Hong Kong
Chartered Governance Institute and The Chartere d Governance Institute in the United Kingdom.
MANAGEMENT AND CORPORATE GOVERNANCE
Board Committees
Our Board delegates certain responsibilities t o various committees. We have established four
Board committees, namely the Audit Committee, th e Remuneration and Appraisal Committee, the
Nomination Committee and the Strategy a nd Development Management Committee.
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 Co mmittee are to review and supervise the financial
reporting process and internal controls system o f our Group, review connected transactions, and
provide advice and comments to the Board. Upon Listing, the Audit Committee will comprise three
members, namely Mr. Leung Shu Sun Sunny, Mr . Tang Changjiang, and Mr. Zhu Bide, with Mr.
Leung Shu Sun Sunny (being an independent non-executive Director with the appropriate
professional qualifications as required under Rules 3.10(2) and 3.21 of the Listing Rules) as
chairperson of the Audit Committee.
Remuneration and Appraisal Committee
We have established the Remuneration and A ppraisal Committee with written terms of
reference in compliance with Rule 3.25 of the List ing Rules and the Corporate Governance Code set
out in Appendix C1 to the Listing Rules. The primary duties of the Remuneration and Appraisal
Committee are to review and make recommendations to the Board on the terms of remuneration
packages, bonuses, and other comp ensation payable to our Directors and other senior management.
Upon Listing, the Remuneration and Appraisa l Committee will comprise three members, namely
Mr. Tang Changjiang, Mr. Leung Shu Sun Sunny, and Mr. Xu Liqiang, with Mr. Tang Changjiang
as chairperson of the Remuneration and Appraisal Committee.
Nomination Committee
We have established the Nomination Committee pursuant to Rule 3.27A of the Listing Rules
with written terms of reference set out in the Code on Corporate Governance in Appendix C1 to the
Listing Rules. The primary duties of the Nomin ation Committee are to make recommendations to
the Board on the appointment of Directors and management of Boa rd succession. The Nomination
Committee comprises three members, namely Ms . Sun Zhenzhen, Dr. ZHANG XIAOMIN, and Mr.
Tang Changjiang, with Ms. Sun Zhenzhen a s chairperson of the Nomination Committee.
Strategy and Development Management Committee
We have established the Strategy and Devel opment Management Committee. The primary
duties of the Strategy and Development Man agement Committee are to review and make
recommendations to the Board on our long-term strategy and major investments and
transactions. The Strategy and Development Ma nagement Committee comprises three members,
namely Prof. Chen, Mr. Tang Changjiang and Ms. Sun Zhenzhen, with Prof. Chen as chairperson of
the Strategy and Development Management Committee.
Corporate Governance Code
We aim to achieve high standards of corpo rate governance which are crucial to the
development and safeguard the interests of our Shareholders. In accomplish this, our Company
expects to comply with the Corporate Governance Code set out in Appendix C1 to the Listing Rules
after the Listing save for the deviation as mention ed below. Any deviation from the code provisions
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shall be carefully considered, and the reasons for any deviation and explanation of how good
corporate governance was achieved by means other than strict compliance with the code provisions
shall be given in the interim report and the an nual report in respect of relevant period.
Code Provision C.2.1 of part 2 of the Corporate Governance Code
According to code provision C.2.1 of Part 2 of the Corporate Governance Code, the roles of
chairman and chief executive should be separate and should not be performed by the same
individual. The roles of chairman of the Board a nd general manager are currently performed by
Prof. Chen. Prof. Chen founded our Group in September 2003 and has been serving as a Director
and the chairman of the Board since September 2008, and the general manager since November 2020.
He is primarily responsible for the strategic planning, business direction and daily operations and
management of our Group. Despite the fact that t he roles of the chairman of our Board and general
manager of our Company are both performed by Pro f. Chen, which constitutes a deviation from
code provision C.2.1 of Part 2 of the Corporate Gov ernance Code, our Board considers that vesting
both roles in Prof. Chen is appropriate and in the best interests of our Group. As the founder of our
Company with over two decades of experience in the lithium-ion battery separator industry, Prof.
Chen possesses an unparalleled depth of instit utional knowledge, industry expertise and
entrepreneurial leadership that is best channe lled through a unified command structure. Our
Group is also at a critical stage of strategic expa nsion, including the construction of overseas
manufacturing bases and the development of new product areas such as semiconductor components,
and our Board considers that unified stewardship by Prof. Chen ensures that strategic direction and
operational execution remain fully aligned during t his pivotal phase of growth. Furthermore, Prof.
Chen’s concurrent performance of both roles has demonstrated a track record of effective leadership,
evidenced by our Group’s ranking a s second globally by lithium-ion battery separator shipment
volume for six consecutive years and the successf ul listing on the SIX Swiss Exchange in December
2023.
The balance of power and authority is ensured by the operation of our Board and senior
management, each comprising experienced and dive rse individuals. In order to further mitigate any
risks arising from the concentration of the two role s in a single individual, all major decisions of our
Group will be made in consultation with the Boa rd and the relevant Board committees, with no
material resolution adopted solely on the authorit y of Prof. Chen without independent scrutiny. Our
Audit Committee and other Board committees, the members of which include independent
non-executive Directors, provide independent ove rsight on financial reporting, internal controls,
and key strategic and connected transaction matte rs. Our independent non-executive Directors, who
account for over one-third of the Board and are not associated with our Single Largest Shareholders,
are able to bring impartial judgement to the Board’s decision-making process and protect the
interests of our Shareholders as a whole. Our Boa rd shall nevertheless review the structure and
composition of our Board and senior manage ment from time to time in light of prevailing
circumstances to maintain a high standard of corporate governance practices of our Company.
Board diversity
Our Company has adopted a board diversity policy (the ‘‘ Board Diversity Policy ’’) which sets
out the approach to achieve diversity of the B oard. Our Company recogn ises and embraces the
benefits of having a diverse Board and sees increasi ng diversity at the Board level, including gender
diversity, as an essential element in maintain ing our Company’s competitive advantage and
enhancing its ability to attract, retain and motiv ate employees from the widest possible pool of
available talent. Pursuant to the Board Diversi ty Policy, in reviewing and assessing suitable
candidates to serve as a Director of our Group, t he Nomination Committee will consider a number
of aspects, including but not limited to gender , age, cultural and educational background,
professional qualifications, sk ills, knowledge, and industry and reg ional experience. Pursuant to the
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Board Diversity Policy, the Nomination Committe e 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 adoption.
Our Directors have a balanced mixed of knowle dge and skills, including but not limited to
overall business management, en gineering, and finance and acco unting. They received degrees in
various majors including electronic technology, ma terials, business administration, accounting and
engineering. We have both male and female members serving on the Board currently. Furthermore,
the Board has a relatively wide range of ages, rang ing from 40 years old to 70 years old. The Board is
of the view that the Board satisfies the Board Diversity Policy.
The Nomination Committee is responsible for r eviewing the diversity of the Board. Upon the
Listing, the Nomination Committee will from time to time review the Board Diversity Policy,
develop and review measurable objectives for imp lementing the policy, and monitor the progress on
achieving these measurable objectives in order t o ensure that the policy remains effective. Our
Company will disclose the biographical deta ils of each Director and plans to report on the
implementation of the Board Diversity Policy (incl uding whether we have achieved board diversity)
in our annual corporate governance report. Our Company also intends to promote gender diversity
when recruiting staff at the mid to senior level so that our Company will have a pipeline of female
senior management and potential successors to th e Board. We plan to offer all-rounded training to
female employees whom we consider to have the su itable experience, sk ills, and knowledge of our
operation and business, including but not limited to, business operation, management, accounting
and finance, legal and compliance, and researc h and development. We are of the view that such a
strategy will offer chances for the Board to ident ify more capable female employees to be nominated
as a member of the Board in future with an aim to providing the Board with a pipeline of female
candidates to achieve gender diversity in the Board in the long run.
Management presence
Pursuant to Rules 8.12 and 19A.15 of the Listing Rules, an issuer must have a sufficient
management presence in Hong Kong. This nor mally means 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 Rules 8.12 and 19A.15 of the Listing Rules.
Accordingly, we have applied for, and the Sto ck Exchange has granted, a waiver from strict
compliance with Rules 8.12 and 19A.15 of the Listing Rules. Please see ‘‘ Waivers — Waiver in respect
of Management Presence in Hong Kong ’’ for further details.
REMUNERATION
Our Directors and senior management receive rem uneration, including salaries, allowances,
and benefits in kind and our contributio n to the pension plan on their behalf.
The aggregate amount of remuneration (includi ng basic salaries, housing allowances, other
allowances and benefits in kind, contributions to pension plans, discretionary bonuses, fees and
share-based payment expenses) for the years ended 31 December 2023, 2024 and 2025 was
approximately RMB6.32 million, RMB6.03 million and RMB4.29 million for our Directors,
respectively. None of our Directors waived any remuneration during the aforesaid periods.
The five highest paid individuals of our Grou p for the years ended 31 December 2023, 2024 and
2025 included one, two and one Directors, respec tively. The aggregate amount of remuneration
(including basic salaries, housing allowances, other allowances and benefits in kind, contributions to
pension plans, discretionary bo nuses, fees and share-based paym ent expenses) for the remaining
individuals of the five highest paid individuals for the years ended 31 December 2023, 2024 and 2025
was approximately RMB8.03 million, RMB9.1 3 million and RMB18.97 million, respectively.
Save as disclosed above, no other payments have been paid or are payable, in respect of the
Track Record Period by our Company to our Directors. For the year ending 31 December 2026, we
expect to pay approximately RMB3.93 million i n aggregate remuneration to our Directors.
DIRECTORS AND SENIOR MANAGEMENT
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No remuneration was paid to our Directors or the five highest paid individuals as an
inducement to join, or upon joining, our Company . No compensation was paid to, or receivable by,
our Directors or past directors for the Track Record Period for the loss of office as director or
supervisor or any member of our Group or of any other office in connection with the management of
the affairs of any member of our Group. None of our Directors waived any emoluments during the
same period.
COMPLIANCE ADVISER
We have appointed Vast Harbour Corporate Finance Limited (formerly known as Goldlink
Capital (Corporate Finance) Limited) as our compliance adviser (the ‘‘ Compliance Adviser ’’)
pursuant to Rule 3A.19 of the Listing Rules. The Compliance Adviser will provide us with guidance
and advice as to compliance with the requiremen ts under the Listing Rules and applicable laws.
Pursuant to Rule 3A.23 of the Listing Rules, the Compliance Adviser will advise our Company,
among others, in the following circumstances:
. before the publication of any regulatory announcement, circular, or financial report;
. where a transaction, which might be a not ifiable or connected transaction, is
contemplated, including share issues and share repurchases;
. 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
. where the Stock Exchange makes an inquiry to our Company regarding unusual
movements in the price or trading volume of our listed securities or any other matters
in accordance with Rule 13.10 of the Listing Rules.
The term of appointment of the Compliance Adviser 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 financia l year commencing after the Listing Date and such
appointment may be subject to extension by mutual agreement.
DIRECTORS AND SENIOR MANAGEMENT
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SUBSTANTIAL SHAREHOLDERS
So far as our Directors are aware, immediately f ollowing completion of the Global Offering,
the following persons will have an interest or short position in our Shares or underlying Shares which
would fall to be disclosed to us under the provisions of Divisions 2 and 3 of Part XV of the SFO, or,
will be, directly or indirectly, interested in 10% or more of the issued voting shares of any class of
shares of our Company:
Substantial shareholders of our Company
AS h a r e sh e l da sa tt h e
Latest Practicable Date
Shares held immediately following the
completion of the Global Offering (1)(2)
Name of Shareholder
Capacity/Nature of
interest Number
Approximate
percentage of
issued Shares Number
Approximate
percentage of
issued A
Shares (3)
Approximate
percentage of
total issued
Shares
(%) (%) (%)
Prof. Chen (4) Beneficial owner 170,489,491 12.669 170,489,491
AS h a r e s
12.669 11.402
Interest of spouse 346,700 0.026 346,700
AS h a r e s
0.026 0.023
Ms. Chen (4) Beneficial owner 346,700 0.026 346,700
AS h a r e s
0.026 0.023
Interest of spouse 170,489 ,491 12.669 17 0,489,491
AS h a r e s
12.669 11.402
Notes:
(1) All interest stated are long positions.
(2) The table above assumes the Global Offering becomes unconditional and the Offer Shares are issued pursuant to
the Global Offering.
(3) The calculation of the percentage includes 19,855,640 A Shares repurchased by our Company as of the Latest
Practicable Date pursuant to the re purchase mandates approved by our Board and held in our Company’s stock
repurchase account as treasury shares (assuming no cha nges are made to the number of such repurchased shares
held in our Company’s stock repurchase account betwee n the Latest Practicable Date and completion of the
Global Offering).
(4) Ms. Chen is the spouse of Prof. Chen. As such, by virtue of the SFO, each of Prof. Chen and Ms. Chen is deemed
to be interested in the Shares held by the other.
Except as disclosed above and in ‘‘ (C) FURTHER INFORMATION ABOUT OUR
DIRECTORS, CHIEF EXECUTIVE AND SUBSTANTIAL SHAREHOLDERS — 3. Disclosure
of Interests ’’ in Appendix V to this prospectus, our Directors are not aware of any other person who
will, immediately following completion of the Globa l Offering, have an interest or short position in
our Shares or underlying Shares which would fall to be disclosed to us under the provisions of
Divisions 2 and 3 of Part XV of the SFO, or, will be, dir ectly or indirectly, interested in 10% or more
of the issued voting shares of any class of shares of our Company or any other member of our
Group.
SUBSTANTIAL SHAREHOLDERS
–2 1 0–


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This section presents certain information r egarding our share capital before and upon
completion of the Global Offering.
BEFORE THE GLOBAL OFFERING
As at the Latest Practicable Date, our share capital was RMB1,345,710,639, comprising
1,345,710,639 A Shares with a nominal value of RMB1.00 each. This includes 19,855,640 A Shares
repurchased by our Company as of the Latest Practi cable Date pursuant to the repurchase mandates
approved by our Board and held in our Company’s s tock repurchase account as treasury shares.
UPON COMPLETION OF THE GLOBAL OFFERING
Immediately following completion of the Glo bal Offering, the share capital of our Company
immediately following completion of the Global Offering will be as follows:
Description of Shares Number of Shares
Approximate
percentage to total
share capital
(%)
A Shares in issue* 1,345,710,639 90.00
H Shares to be issued under the Global Offering 149,523,500 10.00
Total 1,495,234,139 100.00
Note:
* Including 19,855,640 A Shares repurchased by our Company as of the Latest Practicable Date pursuant to the
repurchase mandate approved by our Board and held in our C ompany’s stock repurchase account as treasury shares
(assuming no changes are made to the number of such repurchased shares held in our Company’s stock repurchase
account between the Latest Practicable Date and completion of the Global Offering).
RANKING
Upon the completion of the Global Offering, our Shares will consist of A Shares and H Shares.
A Shares and H Shares are all ordinary Shares in the share capital of our Company and are regarded
as the same class of Shares under the Articles of Association.
Apart from certain qualified domestic institu tional investors in the PRC, the qualified PRC
investors under the Shanghai-Hong Kong Stock Connect or the Shenzhen-Hong Kong Stock
Connect and other persons who are entitled to hold our H Shares pursuant to relevant PRC laws and
regulations or upon approvals of any compete nt authorities, H Shares generally cannot be
subscribed for by or traded between legal or natural persons of the PRC.
A Shares and H Shares shall carry the same rights in all other respects and, in particular, will
rank equally for dividends or distributions declared, paid or made. 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 sha re dividends in the form of H Shares, and holders
of our A Shares will receive share dividends in the form of A Shares.
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 m ay be different after the Global Offering. The
Guidelines on Application for ‘‘Full Circulat ion’’ of Domestic Unlisted Shares of H-share
Companies ( 《H股公司境內未上市股份申請「全流通」業務指引》 announced by the CSRC are not
applicable to companies dual listed in the PR C and on the Hong Kong Stock Exchange. As at the
Latest Practicable Date, there were no relevant r ules or guidelines from the CSRC providing that A
Shareholders may convert A shares held by them i nto H shares for listing and trading on the Hong
Kong Stock Exchange.
SHARE CAPITAL
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APPROVAL FROM HOLDERS OF A SHARE S 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 hel d on 21 May 2025 and is subject to the following
major conditions:
(i) Size of the offer: The proposed number of H Shares to be offered shall not exceed
approximately 15% of the total issued share c apital enlarged by the H Shares to be issued
pursuant to 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 ove rseas institutional investors,
corporations and individual inv estors, as well as qualified domestic institutional investors
and other investors who fulfil th e relevant laws and regulations.
(iv) Price determination basis: The Offer Price of the H Shares will be determined by the Board
and its authorised person with the authorization of the Shareholders’ general meetings,
together with the Underwriters, after full consideration of the interests of existing
Shareholders, investors of our Company and the conditions of domestic and international
capital markets conditions with reference to the international practices, the general
valuation level of the industry in which our Company operates, and through demands for
orders and book-building process.
(v) Valid period: The issue and listing of H Shares on the Hong Kong Stock Exchange shall be
completed within 24 months from the date on which such matters were approved at the
Shareholders’ meeting. If the Company obtains approval from the relevant regulatory
authorities for the Listing within the 24 months, the authorization period shall
automatically be extended to the later of the completion date of this issuance and the
Listing. There are no other approved offering plans for our Shares except the Global
Offering.
CIRCUMSTANCES UNDER WHICH GENERAL M EETING AND MEETING ARE REQUIRED
For details of circumstances under which our Share holders’ general meeting is required, please
see ‘‘Summary of Articles of Association of the Company ’’ in Appendix IV to this prospectus.
SHARES INCENTIVE PLANS
Certain directors and employees of our Company and our subsidiaries are eligible for interests
of our Shares through the incentive plans of our Company. For details, please see ‘‘Appendix V —
Statutory and General Information — (D) Share Incentive Plans’’ in this prospectus.
SHARE CAPITAL
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THE CORNERSTONE PLACING
We have entered into cornerstone investment agreements (each a ‘‘ Cornerstone Investment
Agreement ’’ and collectively, the ‘‘ Cornerstone Investment Agreements ’’) with the cornerstone
investors set forth below (each a ‘‘ Cornerstone Investor ’’ and collectively, the ‘‘ Cornerstone
Investors ’’), pursuant to which the Cornerstone I nvestors have agreed, subject to certain
conditions, to subscribe, or cause their designat ed entities to subscribe, at the Offer Price, for
such number of Offer Shares (rounded down to the nearest whole board lot of 500 H Shares) that
may be purchased for an aggregate amount of ap proximately US$77.52 million (or approximately
HK$607.58 million, calculated based on the exchange rate set out in the section headed ‘‘Information
about this Prospectus and the Global Offering — Cu rrency Translations’’ in this prospectus) (the
‘‘Cornerstone Placing ’’). As indicated below, the amount of investment contributed by Harvest
Synergy (as defined below) and Mondeomax (as defined below) includes the brokerage, SFC
transaction levy, AFRC transaction levy and Stock Exchange trading fee which the Cornerstone
Investors will pay in respect of the International Offer Shares to be subscribed by them; whereas the
amount of investment contributed by the remaining Cornerstone Investors do not include the
brokerage, SFC transaction levy, AFRC transaction levy and Stock Exchange trading fee which the
Cornerstone Investors will pay in respect of the International Offer Shares to be subscribed by them.
B a s e do na nO f f e rP r i c eo fH K $ 8 . 9 8p e rO f f e rS h a r e(being the maximum Offer Price), the total
number of Offer Shares to be subscribed for by the Cornerstone Investors would be 67,495,500 H
Shares, representing (i) 45.14% of the Offer Shares pursuant to the Global Offering, and (ii) 4.51%
of our total issued share capital upon completion of the Global Offering.
Our Company is of the view that, leveraging on the Cornerstone Investors’ investment
experience and market position, the Cornerston e Placing will help to raise the profile of our
Company and to signify that such Cornerstone Inve stors have confidence in our Company’s business
and prospects. Our Company became acquainted with each of the Cornerstone Investors during its
ordinary course of operations, either through the Group’s business network or through introduction
by the Company’s existing Shareholders or the Overall Coordinators and Capital Market
Intermediaries involved in the Global Offering.
The Cornerstone Placing will form part of the International Offering, and save as otherwise
obtained consent from the Stock Exchange, the Cor nerstone Investors 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 Offe r Shares to be subscribed for by the Cornerstone
Investors will rank pari passu in all respects with the fully paid H Shares in issue following the
completion of 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, (i) none of the Cornerstone Investors and their close associates will become a
substantial shareholder of the Company; (ii) none of the Cornerstone Investors and their close
associates will have any Board representation in the Company solely by virtue of its cornerstone
investment, and (iii) equity interests in the Comp any being beneficially owned by the three largest
public Shareholders will be less than 50% for the purpose of Rule 8.08(3) of the Listing Rules. Other
than a guaranteed allocation of the relevant Offer S hares at the final Offer P rice, the Cornerstone
Investors do not have any preferential rights in t he Cornerstone Investment Agreements compared
with other public Shareholders. As confirmed by each of the Cornerstone Investors, 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 O ffer 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
–2 1 3–


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To the best knowledge, information and belief of our Company, other than GF Fund
Management Co., Ltd., GF International In vestment Management Limited, Fullgoal Fund
Management Co., Ltd. and Taikang Life Insurance Co., Ltd (collectively, the ‘‘ Relevant
Investors ’’), each of which is an existing minority Shareholder of our Company, (i) each of the
Cornerstone Investors and its respective ultimate be neficial owner is an Independent Third Party; (ii)
none of the Cornerstone Investors is accustomed to take or has taken instructions from our
Company, the Directors, chief executive of our Company, substantial Shareholders, existing
Shareholders or any of their respective subsidiarie s or their respective close associates in relation to
the acquisition, disposal, voting or other dis position of the Offer Shares; and (iii) none of the
subscription of the Offer Shares by the Cornerstone Investors is directly or indirectly financed by our
Company, the Directors, chief executive of our Company, substantial Shareholders, existing
Shareholders or any of their respective subsidiaries or their respective close associates. The Stock
Exchange has granted a waiver from strict compliance with the requirements under Rule 10.04 of the
Listing Rules and consent under paragraph 1C (2) of Appendix Fl to the Listing Rules to permit
Offer Shares in the International Offering to be pla ced to the Relevant Investors. For further details,
please see the section headed ‘‘Waivers — Allocati on of H Shares to Existing Minority Shareholders
and Their Close Associates’’ in this prospectus.
To the best knowledge of the Company and as confirmed by each of the Cornerstone Investors,
each of the Cornerstone Investors is independent of the other Cornerstone Investors and made its
own independent investment decisions. Their respective subscriptions under the Cornerstone
Investment Agreements will be financed by their o wn internal resources, the resources of their
shareholders, or (in the case of any Cornerstone In vestor that is a fund or investment manager) the
assets managed for their investors, and each of th em 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, that none of the
Cornerstone Investors is listed on any other stock exchange, and that no specific approval from any
stock exchange is required in respect of the relevant cornerstone investment.
The total number of Offer Shares to be subscribed for by the Cornerstone Investors under the
cornerstone investment may be affected by re allocation of the Offer Shares between the
International Offering and the Hong Kong Public Offering in the event of over-subscription
under the Hong Kong Public Offering, as described in the paragraphs headed ‘‘Structure of the
Global Offering — The Hong Kong Public Offering — Reallocation’’ in this prospectus. Further, in
accordance with the terms of the Cornerstone Investment Agreement, the Sponsor-Overall
Coordinator and the Company can adjust the number of Offer Shares to be acquired by each
Cornerstone Investor in their sole and absolute d iscretion for the purpose of compliance with Rules
8.08(3), 19A.13A and 19A.13C of the Listing Ru les, Practice Note 18 to the Listing Rules and
Appendix F1 (Placing Guidelines for Equity Securities) to the Listing Rules. Details of the actual
number of Offer Shares to be allocated to each of the Cornerstone Investors will be disclosed in the
allotment results announcement to be issued by the Company on or around 15 June 2026. The
Cornerstone Investors have agreed to pay in ful l for the relevant Offer Shares that they have
subscribed before dealings in the Company’s H Shares commence on the Stock Exchange. Since there
is no over-allotment option in the Internationa l Offering, there will be no delayed delivery or
deferred settlement of Offer Shares to be subscribed by the Cornerstone Investors.
CORNERSTONE INVESTORS
–2 1 4–


--- page 224 ---
THE CORNERSTONE INVESTORS
The table below sets forth details of the Cornerstone Placing.
B a s e do nt h eO f f e rP r i c e
of HK$8.98 per
Offer Share (being the
maximum Offer Price)
Cornerstone Investors
Total
Investment
Amount
Number of
Offer Shares
to be
subscribed (3)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (4)
(in million)
F u l l g o a l .................... U S $ 7 . 7 0 (1) 6,720,500 4.49% 0.45%
G FF u n d ................... U S $ 6 . 5 0 (1) 5,673,000 3.79% 0.38%
T a i k a n gL i f e ................ U S $ 6 . 5 0 (1) 5,673,000 3.79% 0.38%
Harvest International Premium
Value (Secondary Market) Fund
S P Ca c t i n go nb e h a l fo fa n df o r
H a r v e s tS y n e r g yS P.......... H K $ 4 4 . 6 5
(2) 4,922,500 3.29% 0.33%
Springs Capital (Hong Kong). . . . . HK$50.00 (1) 5,567,500 3.72% 0.37%
Gaoteng Enterprise Management
and CICC Financial Trading
Limited (in connection with OTC
S w a p s )................... U S $ 3 . 0 0
(1) 2,618,000 1.75% 0.18%
S u n w o d aT r e a s u r y ............ R M B 2 0 . 0 0 (1) 2,560,000 1.71% 0.17%
JINKOSOLAR INVEST MENT . . . HK$40.00 (1) 4,454,000 2.98% 0.30%
M o n d e o m a x ................. H K $ 1 0 0 . 0 0 (2) 11,024,500 7.37% 0.74%
B o n aS t a r .................. H K $ 7 5 . 0 0 (1) 8,351,500 5.59% 0.56%
S I N S A N W A ................ H K $ 5 0 . 0 0 (1) 5,567,500 3.72% 0.37%
S H E E NN A T I O N ............. U S $ 3 . 0 0 (1) 2,618,000 1.75% 0.18%
C h e nF e n g .................. U S $ 2 . 0 0 (1) 1,745,500 1.17% 0.12%
Total ...................... US$77.52 (5) 67,495,500 45.14% 4.51%
Notes:
(1) The investment amount is exclusive of brokerage, the SF C transaction levy, the Stock Exchange trading fee and the
AFRC transaction levy.
(2) The investment amount is inclusive of brokerage, the SF C transaction levy, the Stock Exchange trading fee and the
AFRC transaction levy.
(3) Subject to rounding down to the nearest whole board lot of 500 Offer Shares. Calculated based on the exchange rates set
out in the section headed ‘‘Information about this Prosp ectus and the Global Offering — Currency Translations’’.
(4) The calculation of the percentage was made assuming no other changes are made to the issued share capital of our
Company between the Latest Practicable Date.
(5) The total investment amount represe nts the aggregate of the investment amounts of each of the Cornerstone Investors
as set out above, converted into US dollars based on the exchan ge rates as disclosed in the section headed ‘‘Information
about this Prospectus and the Global Offering — C urrency Translations’’ in this prospectus.
The information about our Cornerstone Investors set forth below has been provided by the
Cornerstone Investors in connecti on with the Cornerstone Placing.
Fullgoal
Fullgoal Fund Management Co., Ltd. (‘‘ Fullgoal Fund ’’) is a fund management company
established in China in April 1999, and is one of the first ten fund management companies authorised
by the CSRC and other regulatory authorities to obtain full licenses to provide asset management
services in the PRC. Fullgoal Fund has a registe red capital of RMB520 million and its main scope of
business includes the provision of traditional fun d management services, fund raising, fund sale and
asset management solutions to both domestic a nd overseas clients. Fullgoal Fund is a QDII
approved by the relevant PRC authority and is also the first fund management company with foreign
CORNERSTONE INVESTORS
–2 1 5–


--- page 225 ---
equity participation among the first ten fund man agement companies in Chi na. The relevant funds
proposed to subscribe for the Offer Shares under the management of Fullgoal Fund on a
discretionary basis are open-ende d publicly raised securities inve stment funds registered with the
CSRC and have no ultimate beneficial owner holding 30% or more interest therein.
The shareholders of Fullgoal Fund include (i) Guotai Haitong Securities Co., Ltd. ( 國泰海通證
券股份有限公司), holding 27.775% of the equity interest i n Fullgoal Fund; (ii) Shenwan Hongyuan
Securities Co., Ltd. ( 申萬宏源證券有限公司), holding 27.775% of the equity interest in Fullgoal
Fund; (iii) Bank of Montreal, holding 27.775% of t he equity interest in Fullgoal Fund; and (iv)
Shandong Financial Asset Management Co., Ltd. ( 山東省金融資產管理股份有限公司), holding
16.675% of the equity interest in Fullgoal Fund.
GF Fund
GF Fund Management Co., Ltd. ( 廣發基金管理有限公司)( ‘ ‘GF Fund Management ’’) and GF
International Investment Management Limited ( 廣發國際資產管理有限公司)( ‘ ‘GF Fund HK ’’,
together with GF Fund Management, ‘‘ GF Fund ’’) have respectively entered into Cornerstone
Investment Agreements with our Company.
GF Fund Management was established on August 5, 2003. As of December 31, 2025, its assets
under management exceed ed RMB2 trillion. It offers a comprehen sive range of product offerings,
covering active equity, bonds, money market, ove rseas investments, passive investments, FOF, and
quantitative hedging, among others, to meet th e diversified investment needs of domestic and
international clients. The controlling shareho lder of GF Fund Management is GF Securities Co.,
Ltd. ( 廣
發証券股份有限公司)( ‘ ‘GF Securities ’’), a company limited by shares listed on The Stock
Exchange of Hong Kong Limited (s tock code: 1776) and the Shenzhe n Stock Exchange (stock code:
000776), holding a 54.53% equity interest in GF Fund Management. Apart from GF Securities, no
other shareholder holds 30% or more of the equity in GF Fund Management.
GF Fund HK is a wholly-owned subsidiary of GF Fund Management. GF Fund HK (central
entity number of its Hong Kong Securities an d Futures Commission license: AXL121) was
incorporated in Hong Kong in December 2010. It is licensed by the SFC to carry on Type 1 (dealing
in securities), Type 4 (advising on securities) and Type 9 (asset management) regulated activities in
Hong Kong. GF Fund HK serves as the global investment and business platform for its parent
company, GF Fund Management. Acting as GF Fund Management’s overseas window company,
GF Fund HK strategically connects the Chinese an d overseas markets. Leveraging the investment
and research capabilities of GF F und Management and its competit ive advantages in the overseas
market, GF Fund HK provides comprehensive and high-quality services to its clients.
GF Fund Management and GF Fund HK will subscribe for the Offer Shares as Cornerstone
Investors in their capacity as the discretionary investment managers of certain funds under their
management. To the best knowledge of GF Fun d Management and GF Fund HK, each fund is an
Independent Third Party, and no ultimate beneficial owner holds 30% or more interest.
Taikang Life
Taikang Life, a company incorporated in Chin a, is a wholly-owned subsidiary of Taikang
Insurance Group Inc. There is no shareholder ho lding 30% or more interest in Taikang Insurance
Group Inc. Taikang Life provides a full range of personal security and investment and wealth
management products and services for individuals and families. The p roducts on offer correspond to
the different requirements of customers in ter ms of market segments su ch as the children and
teenagers, females and high-income population g roups. They also meet multidimensional demands
regarding health care and accident cover, pensions and wealth management, among others. Taikang
Insurance Group Inc. is an insurance and financial s ervice conglomerate focused on insurance, asset
management and health and elderly care as main b usinesses. The Beijing- headquartered company
consists of several subsidiaries including Taik ang Life, Taikang AMC, Taikang Pension, Taikang
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Healthcare, Taikang Health, and TK.CN. Its product offering covers life insurance, internet-based
financial insurance, enterprise annuity, asse t management, health and elderly care, health
management and commercial r eal estate, among others.
Harvest International Premium Value (Secondary Market) Fund SPC acting on behalf of and for
Harvest Synergy SP
Harvest Synergy SP (‘‘Harvest Synergy ’’) is a fund launched in May 2026. Harvest International
Premium Value (Secondary Market) Fund SPC act i n go nb e h a l fo fa n df o rt h ea c c o u n to fH a r v e s t
Synergy is a segregated portfolio company established in the Cayman Islands and is an Independent
Third Party. All management shares of Harvest Int ernational Premium Value (Secondary Market)
Fund SPC are held by Harvest International Capital Management Limited (‘‘ HICM ’’). No single
shareholder of HICM holds 30% or more interests therein.
Harvest Global Capital Investments Limited (‘‘ HGCI ’’), the fund manager of Harvest Synergy
on a discretionary basis, is a company incorporat ed in Hong Kong in 2011 and licensed to carry out
Type 1 (dealing in securities), Type 4 (advising on securities) and Type 9 (asset management)
regulated activities under the SFO in Hong Kong by the SFC. HGCI is principally engaged in asset
management and investment a dvisory business. Chen Di ( 陳滌), an Independent Third Party, is the
beneficial owner who holds 35% of the ultimate beneficial ownership of HGCI. No other beneficial
owner of HGCI holds 30% or more interests therein. There are six participating shareholders of
Harvest Synergy, and no single participating s hareholder holds 30% or more interest therein.
Springs Capital (Hong Kong)
Springs Capital (Hong Kong) Limited (‘‘ Springs Capital (Hong Kong) ’’) is a limited liability
company incorporated in Hong Kong, and is primarily engaged in asset management. It is licensed
to carry out Type 1 (dealing in securities), Typ e 4 (advising on securities) and Type 9 (asset
management) regulated activities under the Securities and Futures Ordinance. Mr. Zhao Jun ( 趙軍)
is the founder and the ultimate beneficial owner of Springs Capital (Hong Kong), and Springs
Capital (Hong Kong) acts as the investment manage r with discretionary investment power for four
funds and accounts (collectively the ‘‘Springs Funds’’) which are managed by Springs Capital (Hong
Kong). Other than Springs Capital (Hong Kong), no single beneficial owner holds 30% or more
interests in each of the Springs Funds. Springs Ca pital (Hong Kong) is entering the Cornerstone
Investment Agreement with the Company in its ca pacity as an investment manager or investment
advisor on behalf of the Springs Funds.
Gaoteng Enterprise Management and CICC Financial Trading Limited (in connection with OTC
Swaps)
CICC Financial Trading Limited (‘‘ CICC FT ’’) and China International Capital Corporation
Limited will enter into a series of cross border del ta-one OTC swap transactions (collectively, the
‘‘OTC Swaps ’’) with each other and the ultimate client (the ‘‘ CICC FT Ultimate Client ’’), pursuant to
which CICC FT will hold the Offer Shares on a non-discretionary basis to hedge the OTC Swaps
while the economic risks and returns of the unde rlying Offer Shares are passed to the CICC FT
Ultimate Client, subject to customary fees and commissions. The OTC Swaps will be fully funded by
the CICC FT Ultimate Client. During the terms of t he OTC Swaps, all economic returns of the Offer
Shares subscribed by CICC FT will be passed to t he CICC FT Ultimate Clie nt and all economic loss
shall be borne by the CICC FT Ultimate Client through the 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 OTC
Swaps are linked to the Offer Shares and the CICC F T Ultimate Client may, after expiration of the
lock-up period beginning from the date of the Co rnerstone Investment 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 OTC Swaps at their own discretions, upon which CICC FT may
dispose of the Offer Shares and settle the OTC Swaps in cash in accordance with the terms and
conditions of the OTC Swaps. Despite that CICC FT will hold the legal title of the Offer Shares by
itself, it will not exercise the voting rights attach ing to the relevant Offer Shares during the terms of
the OTC Swaps according to its internal policy. To the best of CICC FT’s knowledge having made
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all reasonable inquiries CICC FT Ultimate Client 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.
CICC FT is a wholly-owned subsidiary of China Int ernational 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 connec ted 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. Please see the section headed ‘‘Waivers —
Consent in respect of Proposed Subscription of Shares by Cornerstone Investor who is a Connected
Client’’ in this prospectus.
The CICC FT Ultimate Client is Gaoten g Enterprise Management Co., Ltd. ( 珠海市高騰企業管
理股份有限公司)( ‘ ‘Gaoteng Enterprise Management ’’). Gaoteng Enterprise Management is a joint
stock company limited by shares incorporated in Zhuhai, Guangdong, the PRC, with principal
activities comprising investment holding, business management, i nvestment in self-owned assets,
economic and information consulting, and financial consulting. Gortune Investment Co., Ltd. ( 廣東
民營投資股份有限公司)( ‘ ‘Gortune Investment ’’) is the controlling shareholder of Gaoteng Enterprise
Management, holding 99.94% of its issued shares. To the best knowledge of CICC FT, there is no
single shareholder who holds 30% or mo re interests in Gortune Investment.
Sunwoda Treasury
Sunwoda Treasury (Hong Kong) Limited ( 欣旺達財資（香港）有限公司)( ‘ ‘Sunwoda Treasury ’’)
is a limited company incorporated under the law s of Hong Kong in September 2024 and is primarily
engaged in investment and financing services, s upply chain finance and international trade
consulting. Sunwoda Treasury is wholly owned by Sunwoda Electronic Co., Ltd. ( 欣旺達電子股份
有限公司)( ‘ ‘Sunwoda Electronic ’’), a company established in the PRC in 1997, shares of which have
been listed on the Shenzhen Stock Exchange (stock code: 300207) since 2011 and the global
depositary receipt rep resenting A shares of which have been listed on the SIX Swiss Exchange AG
(Symbol: SWD) since 2022. Sunwoda Electronic is primarily engaged in research and development,
design, manufacturing and sales of lithium-ion batteries and is a global leading enterprise in
lithium-ion battery. As of the Latest Practicable D ate, there was no single shareholder who holds
30% or more interest in Sunwoda Electronic.
JINKOSOLAR INVESTMENT
JINKOSOLAR INVESTMENT LIMITED ( 晶
科能源投資有限公司)( ‘ ‘ JINKOSOLAR
INVESTMENT ’’) is a private company limited by shares incorporated in Hong Kong in
November 2006, principally engaged in equit y investment. JINKOSOLAR INVESTMENT is
directly wholly owned by JinkoSolar Holding Co., Ltd. (‘‘ JinkoSolar ’’), a company listed on the New
York Stock Exchange (stock code: JKS). JinkoSo lar is a leading PV module manufacturer in the
world, with equity investments in both the upstream and downstream segments of the photovoltaic
and energy storage industries. As confirmed by JINKOSOLAR INVESTMENT, each of
JINKOSOLAR INVESTMENT and JinkoSolar is an Independent Third Party, and no single
shareholder holds 30% or more interests in JinkoSolar.
Mondeomax
Mondeomax Limited (‘‘ Mondeomax ’’) is a private company limited by shares incorporated in
the British Virgin Islands on 2 January 2014, whose principal business is equity investment and
financing in the emerging technology sector, tar geting enterprises with core technologies, sound
growth prospects and sustainable profitab ility. Mondeomax is wholly owned by Mr. Zhuang
Hezhong, with extensive experience in c apital markets and equity investments.
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Bona Star
Bona Star Consultant Limited (‘‘ Bona Star ’’) is a limited liability company incorporated in the
Cayman Islands in 2023. Bona Star is principally engaged in property investment, project
management and consultancy in the industrial eng ineering sector, and has been actively operating
in Singapore and Malaysia. Bona Star i s wholly owned by Ms. Zhang Jingfang ( 張競芳), who has
extensive experience in accounting, finance and in vestment in the property and marine industries.
SINSANWA
SINSANWA HOLDINGS (H.K.) CO., LIMITED ( 深三和集團（香港）有限公司)
(‘‘SINSANWA ’’) is a private company limited by shares incorporated in Hong Kong in May 2008.
SINSANWA is principally engaged in food trading with principal operation in Shenzhen and Hong
Kong. Mr. Xu Yuenan ( 許躍南) owns 51% of equity interest in SINSANWA, and no other single
person holds 30% or more of equity interest therein. Mr. Xu has extensive investment experience and
invests in both the primary equity market and sec ondary securities mark et in Chinese mainland,
through direct holdings or investment funds. His investments include, among others, Shenzhen
Talent Innovation and Entrepreneurship Fund ( 深圳市人才創新創業基金), Zhongxingwei
Technology Co., Ltd. ( 中星微技術股份有限公司) and Daqian Ecological Environment Group Co.,
Ltd. ( 大千生態環境集團股份有限公司).
SHEEN NATION
SHEEN NATION HOLDINGS LIMITED (‘‘ SHEEN NATION ’’) is a limited liability
company incorporated in the British Virgi n Islands in July 2010, principally engaged in
investment on a global basis. SHEEN NATI ON is wholly owned by Mr. Qiao Weibing ( 喬衛兵),
who has over 20 years of extensive professional experience in investment management, corporate
equity investment and asset operation, and has completed multiple investment deployments in the
biopharmaceuticals and artific ial intelligence industries.
Chen Feng
Mr. Chen Feng ( 陳峰) is an individual investor and an Independent Third Party. He has over a
decade of experience in investing in the secondar y markets in companies specialising in the new
energy, new materials and advanced manufa cturing sectors, comprising a mix of 50% — 60%
long-term core holdings and 40% — 50% short-to-med ium term tactical positions. Mr. Chen Feng is
currently the Chief Executive Officer of Suzho u Silicon Era Intelligent Technology Co., Ltd. ( 蘇州矽
紀元智慧科技有限公司). As confirmed by Mr. Chen Feng, his decision to invest in our Company
reflects his confidence in our Company’s business and prospects.
CLOSING CONDITIONS
The obligation of each of the Cornerstone Investors to subscribe for the Offer Shares under
their respective Cornerstone Investment Agreement is subject to, among other things, the following
closing conditions:
(a) the Hong Kong Underwriting Agreement and the International Underwriting Agreement
being entered into and having become effect ive and unconditiona l (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 Hong Kong
Underwriting Agreement and the Internation al Underwriting Agreement, and neither the
Hong Kong Underwriting Agreement nor the I nternational Underwriting Agreement
having been terminated;
(b) the Offer Price having been agreed upon between our Company and the Sponsor-Overall
Coordinator (for itself and on behalf of the underwriters of the Global Offering);
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(c) the Listing Committee having granted the a pproval for the listing of, and permission to
deal in, the H Shares (including the H Share s under the Cornerstone Placing) 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 having been enacted or promulgated by any governmental authority which
prohibits the consummation of the transactions contemplated in the Global Offering or
each Cornerstone Investment Agreement, and there being no orders or injunctions from a
court of competent jurisdiction in effect precluding or prohibiting consummation of such
transactions; and
(e) the respective representa tions, warranties, acknowledgements, undertakings, and
confirmations of the Cornerstone Investo rs under their respective Cornerstone
Investment Agreement are (as of the date of the respective Cornerstone Investment
Agreement) and will be (as of the Listing Date) accurate, true and complete in all material
respects and not misleading or deceptive and that there is no material breach of the
respective Cornerstone Investment Agreeme nt on the part of the relevant Cornerstone
Investors.
RESTRICTIONS ON THE CORNERSTONE INVESTORS
Each Cornerstone Investor has agreed that without the prior written consent of our Company,
the Sole Sponsor and the Sponsor-Overall Coordinator, it will not, whether directly or indirectly, at
any time during the period of six months following the Listing Date (the ‘‘ Lock-up Period ’’), dispose
of, in any way, any of the Offer Shares it has purchased, pursuant to their respective Cornerstone
Investment Agreement, save fo r certain limited circumstances, such as transfers to any of its
wholly-owned subsidiaries who will be bound by t he same obligations of the relevant Cornerstone
Investor, including the Loc k-up Period restriction.
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The following discussion and analysis of our financial condition and results of operations should
be read in conjunction with our audited consolidated financial statements as at and for each of the
years ended 31 December 2023, 2024 and 2025 and the accompanying notes included in the
Accountants’ Report set out in Appendix I to this prospectus. We have prepared our financial
information in accordance with IFRS Accounting Standards and Interpretations approved by the
International Accounting Standards Board (‘‘ IASB ’’), which may differ in certain material aspects
from generally accepted accounting principles in o ther jurisdictions, including the U.S. and the
United Kingdom.
The following discussion contains forward-looking statements that reflect our current view 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 factors that we believe are appropriate under the
circumstances. However, our actual results could differ materially from those anticipated in these
forward-looking statements as a result of various factors. Factors that could cause or contribute to
such differences include, without limitation, those discussed in the sections headed ‘‘Forward-Looking
Statements’’, ‘‘Risk Factors’’ and ‘‘Business’’ in this prospectus.
OVERVIEW
We are a competitive lithium-ion battery sepa rator manufacturer that endeavours to offer
high-quality products to customers. We were founded in 2003 and accumulated more than 20 years
of industry experience in research and development, production and sales of lithium-ion battery
separators. According to Frost & Sullivan, we a re the first Chinese company to master the dry
process uniaxial stretching technology for lithium-ion battery separators, the first lithium-ion
battery separator manufacturer to achieve mass ex port, which refers to the continuous and stable
supply of substantial volumes of lithium-ion batte ry separator products that consistently meet the
production requirements of major overseas custom ers of lithium-ion battery separators, as well as
the first and one of the few enterprises in Chinese Mainland with capabilities in all three types of
lithium-ion battery separator production technolo gies, namely dry process, wet process and coated
process separators.
As an early entrant in the lithium-ion battery sector, we have established ourselves as a
well-known brand within the global lithium-ion battery separator market. Our unique position as
one of the few companies with independent equipme nt research and design cap abilities, together with
our proprietary microporosity forming technology, has enabled us to build competitive battery
separator production lines. We excel in many key p erformance indicators for battery separators,
including thickness, porosity, thermal shrinkage, breathability and puncture strength. Utilising our
technological expertise and commitment to qualit y, we serve world-leading lithium-ion battery
manufacturers such as LG Energy Solution, Samsung SDI, AESC, Murata, SK On, SAFT, CATL,
BYD, Gotion High-tech, CALB, EVE Energy and Sunwoda. According to Frost & Sullivan, our
lithium-ion battery separator shipment volum e ranked second globally for the last six years
consecutively, with our global market share increasing from 11.0% in 2020 to 11.6% in 2025.
Our revenue increased by 17.6% from RMB2 ,981.9 million in 2023 to RMB3,506.2 million in
2024, and further increased by 16.3% to RMB4,0 76.8 million in 2025. Our gross profit amounted to
RMB1,290.4 million, RMB984.3 million and RMB883.2 million in 2023, 2024 and 2025, respectively.
B A S I SO FP R E S E N T A T I O N
Our Historical Financial Information has been prepared in accordance with IFRS Accounting
Standards, which collective term includes all applic able individual Internat ional Financial Reporting
Standards and Interpretations approved by the IASB. In addition, the Historical Financial
Information includes applicable disclosures required by the Listing Rules and by the Hong Kong
Companies Ordinance.
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The Historical Financial Information has been prepared on the historical cost basis except for
certain financial assets and liabilities which are stated at fair value.
It should be noted that accounting estimates and assumptions are used in preparation of the
Historical Financial Information. Although these estimates are based on management’s best
knowledge and judgement of current events and actions, actual results may ultimately differ from
those estimates. The areas involving a higher de gree of judgement or complexity, or areas where
assumptions and estimates are significant to the His torical Financial Inform ation are disclosed in
Note 4 of the Accountants’ Report in Appendix I to this prospectus.
FACTORS AFFECTING OUR RESULTS OF OPERATIONS AND FINANCIAL CONDITION
The results of operations and financial conditions of our Group have been, and/or will continue
to be affected by a number of factors, including those key factors set out below:
Our ability to adapt to changes in industries of our customers, demand in end-markets and product
pricing
During the Track Record Period, all of our reve nue was derived from the sales of lithium-ion
battery separators, including dry process separato rs, wet process separators and coated separators.
These products serve major sectors such as transpo rtation vehicles, indust rial machinery, energy
storage facilities and consumer electronics, with a w ide range of application scenarios. Therefore,
our business is affected by fluctuations in market demand for lithium-ion battery separators from
our direct customers and, in addition, demand for end-market products using lithium-ion battery
separators. With the backdrop of t he global low-carbon energy transformation, the growing market
of our customers for new energy applications has driven the demands for different types of
high-performance separators with high safety an d high energy density. We expect that our sales will
continue to be driven by the demand in the end-markets we serve.
We are also exposed to fluctuations in the market prices of our products, which are
significantly influenced by general demand and s upply dynamics in the market segments in which we
participate, the market competition and evolving p roduct specifications. We set prices based on the
acceptability by our customers on one hand and o ur profitability on the other hand, taking into
account a number of factors including, among others, costs of raw materials, size of purchase orders,
customer purchase quantities, cust omer relationships, market comp etition and the prevailing market
prices for separators in the target sales regions. See ‘‘ Business — Sales and Marketing — Pricing. ’’ To
maintain our pricing and profit margin, we focu s on developing mid- to high-end products that
deliver greater performance and better value an d selling our products overseas where the profit
margin is generally higher than the domestic market.
Our ability to retain existing cus tomers and attract new customers
Our results of operations depend significantly on our ability to retain and attract orders from
customers, which, in turn, impacts our sales volume. Our customers include over 100 leading
lithium-ion battery customers. We have establishe d long-term and stable relationships with all the
world’s top ten lithium-ion battery manufacturers in 2025 and are one of the few battery separator
companies that supply to all of the world’s top ten lithium-ion battery manufacturers according to
Frost & Sullivan.
Leveraging our industry insight and deep understanding of customer need, we are committed to
consistently deliver technically advanced as well as superior-performan ce products. We are also
committed to improve our production yield and qua lity management with advanced manufacturing
techniques and production technologies, provid ing products to our customers with high quality at
compelling prices, so as to better satisfy the requi rements of our target customers, which help us
retain existing customers and attract new ones. We believe that our high-quality product offerings,
our technology prowess, combined with our stron g R&D capabilities well positioned us to capture
the market opportunities in the downstream marke t, expanding our customer base to drive long-term
growth.
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Our ability to successfully expand and stren gthen our international market presence
Our ability to successfully expand and strengthe n our international market presence will, to a
large extent, affect our business and results of o perations. According to Frost and Sullivan, there
exists a demand-supply gap in overseas market s due to limited local production capacity for
separators. As global adoption of EVs accelerates, we believe this supply shortfall continues to drive
strong international demand. However, as geop olitical risks and the threat of supply chain
disruptions increase, overseas customers have actively sought support from local separator suppliers.
We believe our strategic international presence and significant overseas production capacity position
us well to serve the overseas markets. We are one of the first Chinese lithium -ion battery separator
manufacturers to enter overseas markets and h ave established a comprehensive network for
production, R&D and customer base, with eight manufacturing bases covering the PRC, Europe,
SEA and the U.S., as well as R&D centres in Southern China, Eastern China, Japan and Sweden to
serve more than 100 leading lithium-ion battery customers. We are committed to continuously
deepening our global development strategy and vi gorously expanding our overseas customer base.
Our lithium-ion battery separator products enjoy higher profitability in overseas markets than in the
domestic market. Leveraging our first-mover advan tage in overseas markets, we expect our revenue
from overseas sales to grow rapidly, which will further improve our profitability.
Our ability to research and develop new p roducts in line with the industry trend
We operate in the competitive lithium-ion battery separator market, which is characterised by
evolving industry standards, technological development and product innovation. We are devoted to
establishing our R&D platform, expanding our global R&D network and building our R&D team,
through which we gain access to the latest knowledge and technologies in polymer materials, new
energy, nanotechnology and lithium-ion batteries. Our R&D capabilities lay a strong foundation for
our continuous business expansion in the mid- to h igh-end markets both domestically and overseas.
As such, we made significant investments in R&D and product innovation. In 2023, 2024 and 2025,
our research and development expenses a mounted to RMB242.5 million, RMB248.0 million and
RMB278.4 million, respectively, representing 8.1%, 7.1% and 6.8% of our total revenue for the
respective periods, respectively.
Leveraging our strong R&D capabilities and exte nsive technological expertise, we have made
significant progress in developing next-generatio n lithium-ion battery separator products. These new
products enhance the overall performance and lifespan of lithium-ion batteries by improving safety,
energy density and charging speed, which helped u s to achieve good gross profit margins during the
Track Record Period. We expect to continue to focus on enhance our R&D capability for product
optimization and innovations, which will further di fferentiate our products a nd, in turn, enhance our
product competitiveness, which is an important contributor to our future growth.
Our ability to maintain effective quality control and improve production and operation efficiency
Our competitiveness and long-term profitability a re significantly dependent upon our ability to
maintain effective quality control and improve pr oduction and operation efficiency as our business
grows. Product quality is vital to our business, since any potential quality defect may cause
significant risks to customers who apply our produc ts to their lithium-ion batteries. The consistency
in our product quality and our ability to satisfy cu stomised needs are the driving force to the rapid
growth of our business.
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It is also essential for us to successfully man age production ramp-up without incurring
excessive expenditure, enabling us to effectivel y fulfil customer demand. We have taken several
initiatives in recent years to imp rove our production efficiency , including (i) developing new
production technologies, (ii) developing advan ced equipment and machinery with our suppliers, and
(iii) optimising the production processes and techniques. According t o Frost & Sullivan, our
single-line production capacity of the fifth-gen eration super wet process line ranked first in the
lithium-ion battery separato r industry, which is 250 million m 2 annually, setting new standards for
quality, efficiency, intelligence and low-carbon o peration. As we continue t o expand our production
capacity and establish additional production facilit ies, we expect to benefit from economies of scale
and achieve greater efficiency in our manufacturing processes.
In addition, our results of operations are significantly affected by our operational expenses,
which primarily consist of research and developmen t expenses, general and administrative expenses
and selling expenses. While we expect the absol ute amounts of our operational expenses may
continue to increase along with our business growth in the future, we are committed to further
enhancing efficiency in production and operation s through economies of scale, optimised resource
allocation, and continuous investment R&D.
Seasonality
During the Track Record Period, we generally re cord higher revenue in the second half of the
year. According to Frost & Sullivan, the EV sales in C hinese Mainland exhibit noticeable seasonality
for a variety of reasons, including seasonal demand fluctuations, policy influences, holidays, and
climate conditions, among others. EV sales in Chin ese Mainland in the second half of the year tends
to be higher compared to the first half. Suc h changes in EV sales may impact customers’
manufacturing and battery procurement plan, result ing in the concentration of customers’ stocking
demand for our lithium-ion battery separators in the second half of the year.
MATERIAL ACCOUNTING POLICIES AND ESTIMATES
Revenue Recognition
Revenue mainly arises from sales of lithium-ion battery separator.
To determine whether to recognise r evenue, we follow a 5-step process:
1. Identifying the contract with a customer
2. Identifying the performance obligations
3. Determining the transaction price
4. Allocating the transaction pric e to the performance obligations
5. Recognising revenue when or as performance obligations are satisfied
In all cases, the total transaction price for a contract is allocated amongst the various
performance obligations based on t heir relative stand-alone selling pri ces. The transaction price for a
contract excludes any amounts collected on behalf of third parties.
Revenue is recognised either at a point in time, when we satisfy performance obligations by
transferring the promised goods or services to our customers.
Revenue from Sale of Goods
Revenue from sale of goods between us and our customers generally only includes a
performance obligation for the transfer of goods, which is recognised when the performance
obligation has been satisfied at a point in time.
Revenue for domestic sale of goods is recognised when we have delivered the products to the
customers in accordance with the contract terms and have received acceptance and other proof of
receipt from the customers.
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Revenue for overseas sale of goods is recognised when we have obtained export-related
documents such as the customs declaration form after completing export customs clearance and
shipping the goods offshore.
Property, Plant and Equipment
Property, plant and equipment (other than construction in progress as described below) are
initially recognised at acquisition cost and/or m anufacturing cost (including any cost directly
attributable to bringing the assets to the locatio n and condition necessary for them to be capable of
operating in the manner intended by our management, including costs of testing whether the related
assets are functioning properly). They are subsequ ently stated at cost less accumulated depreciation
and accumulated impairment losses, if any.
Properties in the course of construction for production, supply or administrative purposes are
carried at cost, less any recognised impairment l oss. Costs include professional fees and, for
qualifying assets, borrowing costs capitalised in accordance with our accounting policy. Such
properties are classified to the appropriate categories of property, plant and equipment when
completed and ready for intended use. Deprecia tion of these assets, on the same basis as other
property assets, commences when the assets are ready for their intended use.
D e p r e c i a t i o ni sr e c o g n i s e ds oa st ow r i t eo f ft h ec o s to fa s s e t so t h e rt h a nc o n s t r u c t i o ni n
progress less their residual values using the strai ght-line basis over their estimated useful lives as
follow:
Properties and buildings 20–40 years
Machinery 5–10 years
Transportation equipment 10 years
Administrative equipment 5–10 years
Experiments and other facilities 5–10 years
The land purchased by us overseas with permanent property rights is recognised as freehold
land and is not depreciated.
Estimates of residual value and useful life are re viewed, and adjusted if appropriate, at the end
of each year for the Track Record Period.
Gain or loss arising on retirement or disposal i s determined as the difference between the sales
proceeds and the carrying amount of the asset and is recognised in profit or loss.
Subsequent costs are included in the asset’s ca rrying amount or recognised as a separate asset,
as appropriate, only when it is probable that futu re economic benefits associated with the item will
flow to us and the cost of the item can be measured reliably. The carrying amount of the replaced
part is derecognised. All other costs, such as repairs and maintenance, are charged to profit or loss
during the financial period in which they are incurred.
Impairment of Financial Assets
IFRS 9’s impairment requirements use forwar d-looking information to recognise ECL — the
‘‘ECL model’’. Instruments within the scope incl uded cash and bank deposits, trade receivables,
notes receivables, and other financial assets measured at amortised cost.
We consider a broader range of information wh en assessing credit risk and measuring ECL,
including past events, current conditions, reas onable and supportable forecasts that affect the
expected collectability of the future cash flows of the instrument.
FINANCIAL INFORMATION
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In applying this general model approa ch, a distinction is made between:
Stage 1 — Financial instruments for which cre dit 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 cre dit 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-im paired 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.
Measurement of the ECL is determined by a probab ility-weighted estimate of credit losses over
the expected life of the financial instrument.
Cash and Bank Deposits
Cash and bank deposits are considered to have lo w credit risk because the counterparties are
banks and have a low risk of default, and have a strong capacity to meet its contractual cash flow
obligations in the near term. Cash and bank deposits are also subject to the impairment requirements
of IFRS 9, while the identified credit loss was immaterial.
Trade Receivables and Notes Receivables
For trade and notes receivables, we apply a s implified approach in calculating ECL and
recognise a loss allowance based on lifetime EC L at the end of each year for the Track Record
Period. These are the expected shortfalls in contra ctual cash flows, considering the potential for
default at any point during the life of the financial assets. In calculating the ECL, we have
established a provision matrix that is based on ou r historical credit loss experience and external
indicators, adjusted for forward-looking factors specific to the debtors and the economic
environment.
To measure the ECL, except for trade and notes receivables with significant outstanding
balances which are assessed ind ividually, the remaining trade and notes receivables have been
grouped based on shared credit risk characteristics.
For notes receivables measured at FVTOCI, we assu me that the credit risk on notes receivables
measured at FVTOCI has not increased significantly since initial recognition if the notes receivables
measured at FVTOCI is determined to have low credi t risk at the end of each reporting period. Notes
receivables measured at FVTOCI is determined to ha ve low credit risk if it has a low risk of default,
the borrower has strong capacity to meet its contractual cash flow obligations in the near term and
adverse changes in economic and business conditions in the longer term may, but will not
necessarily, reduce the ability of the borrower to f ulfil its contractual cash flow obligations.
Other Receivables and Other Financial Assets Measured at Amortised Cost
We measure the loss allowance for other receivables equal to 12-month ECL, unless when there
has been a significant increase in c redit risk since initial recognition, in which case we recognise
lifetime ECL. The assessment of whether lifetime ECL s hould be recognised is based on significant
increase in the likelihood of risk of defau lt occurring since initial recognition.
In assessing whether the credit risk has increase d significantly since initial recognition, we
compare the risk of a default occurring on the financial assets at the end of each year for the Track
Record Period with the risk of default occurring on the financial assets at the date of initial
recognition. In making this assessm ent, we consider both qu antitative and qualitative information
that is reasonable and supportable, including histor ical experience and forward-looking information
that is available without undue cost or effort.
FINANCIAL INFORMATION
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In particular, the following information is tak en into account when assessing whether credit
risk has increased significantly:
. an actual or expected significant deteriorati on in the financial instrument’s external (if
available) or internal credit rating,
. significant deterioration in external market indicators of credit risk, e.g., a significant
increase in the credit spread and the credit default swap prices for the debtor;
. existing or forecast adverse changes in r egulatory, business, financial, economic
conditions, or technological environment that are expected to cause a significant
decrease in the debtor’s ability to meet its debt obligations; and
. an actual or expected significant deterioration in the operating results of the debtor.
For internal credit risk management, we consid er an event of default occurs when information
developed internally or obtained from external sources indicates that the debtor is unlikely to pay its
creditors, including us, in full (without ta king into account any collateral held by us).
Detailed analysis of the ECL assessment of trade and notes receivables, contract assets, other
financial assets measured at amortised cost and t rade and notes receivables measured at FVTOCI are
set out in Note 41 of the Accountants’ Report in Appendix I to this prospectus.
Critical Accounting Estimates and Judgements
In the process of applying our Group’s accou nting policies, our management has made the
following judgements, estimates and assumption s which have the most significant effect on the
amounts recognised in our Historical Financial Information:
Impairment of Financial Assets
The loss allowances for financial assets are based on assumptions about risk of default and
expected loss rates. We use judgement in making these assumptions and selecting the inputs to the
impairment calculation, based on our past his tory, existing market conditions, as well as
forward-looking estimates at the end of each yea r for the Track Record Period. Details of the key
assumptions and inputs used are disclosed in the t ables in Note 42 to the Accountants’ Report set
out in Appendix I to this prospectus.
Inventory Provision
Inventories are stated at the lower of cost and net realisable value. The 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 sal e. Even though our management has made the best
estimate about the inventory write-down loss predicted to occur and provided allowance for
write-down, the write-down assessment may still be significantly changed due to the change of
market situation.
Fair Value of Financial Assets at Fair Value Through Profit or Loss (FVTPL)
The fair value of financial assets that are not traded in an active market is determined by using
valuation techniques. We use our judgement to s elect a variety of methods and make assumptions
that are mainly based on market conditions existing at the end of each year for the Track Record
Period. Changes in these assumptions and estimates c ould materially affect the respective fair value
of these investments. Details of the assumptions a nd estimates in determination of the fair value is
disclosed in Note 40 of the Accountants’ Report in Appendix I to this prospectus.
Income Taxes and Deferred Income Taxations
There are many transactions and events for whic h the ultimate tax determination is uncertain
during the ordinary course of business. Significan t judgements are required from us in determining
the provisions for income taxes. Where the final t ax outcome of these matters is different from the
amounts that were initially recorded, such diffe rences will impact the income tax and deferred
income tax provisions in the period in which such determination is made.
FINANCIAL INFORMATION
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We recognise deferred income tax assets base d on estimates that it is probable to generate
sufficient taxable profits in the foreseeable future against which the deductible losses will be utilised.
The recognition of deferred income tax assets ma inly involves manageme nt’s judgements and
estimations about the timing and the amount of t axable profits of the companies who have tax
losses.
DESCRIPTION OF PRINCIPAL CONSOLIDATED STATEMENTS OF COMPREHENSIVE
INCOME ITEMS
The following table sets forth a summary of our results of operations in absolute amounts for
the years indicated.
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Revenue ............................................ 2,981,863 3,506,153 4,076,845
Cost of sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (1,691,456) (2,521,858) (3,193,640)
Gross profit ......................................... 1,290,407 984,295 883,205
Other income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 213,294 182,866 183,947
Net impairment losses (recognised)/reversed on financial assets . . . . . (12,729) (62,760) 7,038
O t h e r( l o s s e s )a n dg a i n s ,n e t ............................. ( 6 3 , 3 1 2 ) 3 6 , 4 7 8 1 8 , 6 2 7
Research and development expenses . . . . . . . . . . . . . . . . . . . . . . . . (242,464) (248,024) (278,380)
General and administrative expenses . . . . . . . . . . . . . . . . . . . . . . . . (330,869) (314,837) (431,709)
S e l l i n ge x p e n s e s ...................................... ( 3 8 , 7 2 8 ) ( 3 7 , 1 1 2 ) ( 4 2 , 8 0 5 )
Share of results of associates and joint venture, net . . . . . . . . . . . . . (1,940) (1,349) (1,200)
F i n a n c ec o s t s........................................ ( 9 6 , 6 1 1 ) ( 1 3 2 , 5 3 8 ) ( 2 1 8 , 2 6 0 )
Profit before income tax ................................. 717,048 407,019 120,463
Income tax (expense)/credit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (123,353) (36,311) 22,647
Profit for the year ..................................... 593,695 370,708 143,110
Non-IFRS Measure
To supplement our consolidated financial statements, which are presented in accordance with
IFRS, we also use adjusted net profit (non-IFRS measure) as additional financial measure, which is
not required by, or presented in accordance with IFRS. We believe that the non-IFRS measure
provides useful information to investors and others in understanding and evaluating our
consolidated results of operations in the same manner as they help our management. However,
our presentation of adjusted net profit (non-I FRS measure) may not be comparable to similarly
titled measures presented by other companies. Th e use of such non-IFRS measures has limitations as
an analytical tool, and you should not consider it in isolation from, or as a substitute for an analysis
of, our results of operations or financial condition as reported under IFRS.
We define adjusted net profit (non-IFRS measure) as net profit for the periods adjusted by
adding back equity settled share-based compensatio n, which is a non-cash item, and listing expenses.
The following table reconciles our adjusted net profit (non-IFRS measure) for the years indicated.
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Reconciliation of net profit to adjusted net profit (non-IFRS measure)
Net profit for the year. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 593,695 370,708 143,110
Add:
E q u i t ys e t t l e ds h a r e - b a s e dc o m p e n s a t i o n ..................... 4 , 8 1 1 1 1 , 9 8 2 3 9 , 9 0 6
L i s t i n ge x p e n s e s...................................... — — 9 7 4
Adjusted net profit (non-IFRS measure) ...................... 598,506 382,690 183,990
Revenue
During the Track Record Period, we generated revenue from sales of lithium-ion battery
separators, including dry proces s separators, wet process separators and coated separators.
FINANCIAL INFORMATION
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Revenue by Product Category
The table below sets forth the breakdown of the revenue by product category for the years
indicated.
Year ended 31 December
2023 2024 2025
RMB’000 % RMB’000 % RMB’000 %
Coated separators . . . . . . . . . . . . . . . . . . . 1,837,029 61.6 2,541,055 72.5 3,017,028 74.0
Wet process separators . . . . . . . . . . . . . . . 469,107 15.7 495,103 14.1 593,228 14.6
Dry process separators . . . . . . . . . . . . . . . 675,727 22.7 469,995 13.4 466,589 11.4
Total ............................ 2,981,863 100.0 3,506,153 100.0 4,076,845 100.0
Sales Volume and Average Selling Price
The following table sets forth the sales volume and average selling price by product category
during the years indicated.
Y e a re n d e d3 1D e c e m b e r
2023 2024 2025
Revenue
Sales
volume
Average
selling
price Revenue
Sales
volume
Average
selling
price Revenue
Sales
volume
Average
selling
price
RMB’000 thousand m 2
RMB
per m 2 RMB’000 thousand m 2
RMB
per m 2 RMB’000 thousand m 2
RMB
per m 2
C o a t e dS e p a r a t o r s .......... 1 , 8 3 7 , 0 2 9 8 9 0 , 4 2 9 2 . 0 6 2 , 5 4 1 , 0 5 5 2 , 0 3 2 , 6 1 2 1 . 2 5 3 , 0 1 7 , 0 2 8 2 , 5 5 7 , 5 9 8 1 . 1 8
W e tP r o c e s sS e p a r a t o r s ....... 4 6 9 , 1 0 7 4 4 3 , 9 3 7 1 . 0 6 4 9 5 , 1 0 3 6 1 0 , 9 7 9 0 . 8 1 5 9 3 , 2 2 8 8 2 8 , 9 8 1 0 . 7 2
D r yP r o c e s sS e p a r a t o r s ....... 6 7 5 , 7 2 7 1 , 1 9 4 , 1 6 4 0 . 5 7 4 6 9 , 9 9 5 1 , 3 4 2 , 3 5 4 0 . 3 5 4 6 6 , 5 8 9 1 , 2 7 8 , 0 7 7 0 . 3 7
Total .................. 2,981,863 2,528,530 1.18 3,506,153 3,985,945 0.88 4,076,845 4,664,656 0.87
Revenue by Geographic Region of Our Shipment Destination
During the Track Record Period, we generated most of our revenue from Chinese Mainland.
The table below sets forth a breakdown of our revenue by geographic region of our shipment
destination for the years indicated.
Year ended 31 December
2023 2024 2025
RMB’000 % RMB’000 % RMB’000 %
Chinese Mainland . . . . . . . . . . . . . . . . . . . 2,512,646 84.3 3,105,179 88.6 3,508,624 86.1
Others (1) ......................... 4 6 9 , 2 1 7 1 5 . 7 4 0 0 , 9 7 4 1 1 . 4 5 6 8 , 2 2 1 1 3 . 9
Total ............................ 2,981,863 100.0 3,506,153 100.0 4,076,845 100.0
Note:
(1) Others primarily consisted of South Korea, Japan, SEA and Europe.
During the Track Record Period, our revenue experienced an increasing trend, primarily driven
by the increase in revenue generated from Chinese Mainland.
The following table sets forth the sales volume and average selling price by geographic region of
our shipment destination during the years indicated.
Y e a re n d e d3 1D e c e m b e r
2023 2024 2025
Revenue
Sales
volume
Average
selling
price Revenue
Sales
volume
Average
selling
price Revenue
Sales
volume
Average
selling
price
RMB’000 thousand m 2
RMB
per m 2 RMB’000 thousand m 2
RMB
per m 2 RMB’000 thousand m 2
RMB
per m 2
C h i n e s eM a i n l a n d.......... 2 , 5 1 2 , 6 4 6 2 , 2 9 7 , 6 1 9 1 . 0 9 3 , 1 0 5 , 1 7 9 3 , 7 6 2 , 8 7 3 0 . 8 3 3 , 5 0 8 , 6 2 4 4 , 3 2 8 , 8 3 7 0 . 8 1
O t h e r s ................. 4 6 9 , 2 1 7 2 3 0 , 9 1 2 2 . 0 3 4 0 0 , 9 7 4 2 2 3 , 0 7 2 1 . 8 0 5 6 8 , 2 2 1 3 3 5 , 8 1 9 1 . 6 9
Total .................. 2,981,863 2,528,530 1.18 3,506,153 3,985,945 0.88 4,076,845 4,664,656 0.87
FINANCIAL INFORMATION
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Our average selling price of our separator produc ts experienced a declining trend from 2023 to
2024. Such decrease from 2023 to 2024 primarily due to the intensive market competition driven by
supply-demand imbalances. Accord ing to Frost & Sullivan, from 2022 to 2024, Chinese Mainland’s
battery separator industry’s production capacity expanded at a CAGR of 63.8%, surpassing the
35.8% increase in shipments. This oversupply e xerted downward pressure on selling prices. Our
average selling price of our separator products re mained stable at 2025. In particular, the average
selling prices of wet process separators and coated separators continued their declining trend from
2024 to 2025 primarily due to the intensive mar ket competition driven by supply-demand
imbalances, while the average selling price of dry p rocess separators recorded a slight increase
over the same period, broadly in line with the ov erall market according to Frost & Sullivan, as the
market imbalance for dry process s eparator gradually improves. Acco rding to Frost & Sullivan, both
the price range of, and the overall percentage decr ease in, the average selling prices of our separator
products during the Track Record Period were generally in line with those of comparable products in
the industry, taking into account technical specifications, product positioning and cost structure.
In contrast, for overseas battery separator mar ket, industry experienced strong shipment
growth with relatively slower capacity expansion between 2022 and 2024. According to Frost &
Sullivan, from 2022 to 2024, shipments of battery separator from other regions outside China
expanded at a CAGR of 10.0%, surpassing the 6.7 % increase in production capacity, creating
increasing opportunities to secure supply loca lly due to fast-growing demand from downstream
battery manufacturers. See ‘‘Industry Overview.’’ This supply-demand dyna mic resulted in average
selling prices overseas that are significantly high er than those in Chinese Mainland. According to
Frost & Sullivan, as domestic overcapacity intensifi es, Chinese separator manufacturers have begun
expanding overseas, which may exert incremental p ricing pressure on overseas markets over time.
However, the supplier qualification and certif ication process requir ed by downstream battery
manufacturers is typically longer in overseas ma rkets as compared to domestic customers, and the
resulting high switching costs create meaningful barriers to competition that support the price
premium.
We experienced a decreasing trend in our aver age selling price for overseas sales during the
Track Record Period. Such decrease in average sellin g price for our overseas sales during the Track
Record Period was not attributable to the imp act of U.S. and EU tariffs. It was mainly due to a
significant increase in the industry-wide produ ction capacity in 2023 and 2024 in anticipation of
long-term demand growth, which intensified com petition and exerted pressure on prices in the
domestic battery separator market. In response, we proactively adop ted more competitive pricing in
overseas markets to secure new cus tomers and increase our market sh are. These pricing strategies
exerted downward pressure on our product prices in overseas markets, while downstream demand in
such markets remained relatively robust.
In addition, we experienced an initial decline followed by a s ubsequent recovery trend of
overseas sales volume during the Track Record Period, primarily due to customer-specific factors
and evolving market conditions. In particular, c ertain of our overseas customers relocated part of
their production capacity to Chine se Mainland or experienced deterioration of operation condition,
which reduced their demand for our overseas-delivered products. As downstream demand continued
to grow, our overseas sales volume gradually improved in 2025.
In the future, we plan to continue to deepen our cooperation with leading overseas battery
manufacturers and expect to further benefit from the overseas expansion strategies of our leading
domestic customers. We anticipate that expanding our production capacity overseas will further
strengthen our ability to capture higher-marg in opportunities and improve overall product
profitability.
FINANCIAL INFORMATION
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Cost of Sales
Our cost of sales mainly consisted of (i) raw mat erials, (ii) depreciation and amortisation, (iii)
employee benefit expenses, (iv) energy and fuel costs, and (v) logistics expenses.
The table below sets forth a breakdown of our cost of sales for the periods indicated.
Year ended 31 December
2023 2024 2025
RMB’000 % RMB’000 % RMB’000 %
Raw materials . . . . . . . . . . . . . . . . . . . . . 693,686 41.0 1,271,069 50.4 1,410,305 44.2
Depreciation and amortisation . . . . . . . . . . 415,634 24.6 550,065 21.8 792,207 24.8
Employee benefit expenses . . . . . . . . . . . . . 252,448 14.9 275,024 10.9 392,811 12.3
Energy and fuel costs . . . . . . . . . . . . . . . . 213,542 12.6 290,714 11.5 423,018 13.2
L o g i s t i c se x p e n s e s ................... 4 9 , 9 4 4 3 . 0 7 5 , 1 6 6 3 . 0 7 2 , 7 7 2 2 . 3
Others
(1) ......................... 6 6 , 2 0 2 3 . 9 5 9 , 8 2 0 2 . 4 1 0 2 , 5 2 7 3 . 2
Total ............................ 1,691,456 100.0 2,521,858 100.0 3,193,640 100.0
Note:
(1) Others primarily consisted of provi sion for impairment of inventories, maintenance and repair costs and office
expenses. Impairment of inventories recognized in cost of sales related to recurring operating expenses arising from the
ordinary course of inventory sales.
Gross Profit and Gross Profit Margin
The following table sets forth our gross profit and gross profit margin by product category for
the years indicated.
Year ended 31 December
2023 2024 2025
Gross
profit
Gross
profit
margin
Gross
profit
Gross
profit
margin
Gross
profit
Gross
profit
margin
RMB’000 % RMB’000 % RMB’000 %
Coated separators . . . . . . . . . . . . . . . . . . . 829,349 45.1 690,147 27.2 645,427 21.4
Wet process separators . . . . . . . . . . . . . . . 224,177 47.8 199,340 40.3 208,613 35.2
Dry process separators . . . . . . . . . . . . . . . 236,881 35.1 94,808 20.2 29,165 6.3
Total ............................ 1,290,407 43.3 984,295 28.1 883,205 21.7
The following table sets forth our gross profit and gross profit margin by geographic region of
our shipment destination during the years indicated.
Year ended 31 December
2023 2024 2025
Gross
profit
Gross
profit
margin
Gross
profit
Gross
profit
margin
Gross
profit
Gross
profit
margin
RMB’000 % RMB’000 % RMB’000 %
Chinese Mainland . . . . . . . . . . . . . . . . . . . 1,058,856 42.1 786,297 25.3 703,653 20.1
O t h e r s ........................... 2 3 1 , 5 5 1 4 9 . 3 1 9 7 , 9 9 8 4 9 . 4 1 7 9 , 5 5 2 3 1 . 6
Total ............................ 1,290,407 43.3 984,295 28.1 883,205 21.7
Our gross profit margin for overseas sales decreased from 2024 to 2025 mainly because (i) our
average selling price for overseas s ales declined as a result of more competitive pricing to secure new
overseas customers and increase our market share, and (ii) an increase in our average production
costs for dry process separators in 2025, resulting from a planned reduction in output volume in
response to declining customer demand for dry process separators.
FINANCIAL INFORMATION
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Other Income
Our other income mainly consisted of (i) intere st income relating to deposits, (ii) government
grants relating to our business operation and suppo rt of R&D activities, with all conditions attached
being fulfilled. Our government grants consisted of both (a) one-off grants , which were received on a
one-off basis, comprising (I) grants in respect of sp ecific activities such as R&D projects, industrial
production and talent recruitment, which are recognised directly in our consolidated statements of
comprehensive income upon fulfilment of the rel evant conditions, amounting to approximately
RMB74.4 million, RMB50.1 million and RMB45.7 millio n in 2023, 2024 and 2025, respectively, and
(II) grants in respect of government-subsidised ass et acquisitions, which are initially recognised as
deferred revenue and amortised into our consolidat ed statements of comprehensive income over the
useful lives of the relevant assets, with amortisat ion amounting to approximately RMB26.7 million,
RMB33.8 million and RMB53.3 million in 2023, 2024 and 2025, respectively, both of which we may
continue to apply for in the future based on our business operations, and (b) recurring grants, which
are received and recognised annually in our conso lidated statements of comprehensive income,
amounting to RMB0.7 million, RMB0.5 millio n and RMB0.8 million in 2023, 2024 and 2025,
respectively. It mainly comprised employment-r elated subsidies, which we expect to continue to
receive going forward, (iii) rental income and (iv) value-added tax ( VAT ) reduction.
The following table sets forth a breakdown of other income both in absolute amount and as a
percentage of our total other income for the years indicated.
Year ended 31 December
2023 2024 2025
RMB’000 % RMB’000 % RMB’000 %
I n t e r e s ti n c o m e ..................... 8 8 , 7 7 6 4 1 . 6 6 6 , 2 8 3 3 6 . 3 5 5 , 3 4 4 3 0 . 1
Government grants . . . . . . . . . . . . . . . . . . 101,801 47.7 84,463 46.2 99,736 54.1
R e n t a li n c o m e ..................... 6 , 5 1 3 3 . 1 1 3 , 0 4 5 7 . 1 1 4 , 0 7 9 7 . 7
V A Tr e d u c t i o n ..................... 8 , 8 0 0 4 . 1 1 1 , 3 3 0 6 . 2 7 , 4 7 1 4 . 1
O t h e r s ........................... 7 , 4 0 4 3 . 5 7 , 7 4 5 4 . 2 7 , 3 1 7 4 . 0
Total ............................ 213,294 100.0 182,866 100.0 183,947 100.0
Net Impairment Losses (Recognised)/Reversed on Financial Assets
Our net impairment losses (recognised)/rever sed on financial assets mainly consisted of
impairment losses on (i) trade and notes receiva bles, and (ii) other receivables. We recorded
impairment losses recognised on financial ass ets of RMB12.7 million and RMB62.8 million in 2023
and 2024, respectively. W e recorded net impairment reversal o n financial assets of RMB7.0 million
in 2025, primarily due to a decrease in the balance of trade receivables driven by an improvement in
customer settlement cycles in 2025, which resulted in a reduction of the expected credit loss
allowance calculated under our ECL model and a consequential reversal of previously recognized
impairment provisions.
Other (Losses) and Gains, Net
Our other gains and losses, net mainly consisted of (i) investment income of financial assets at
FVTPL, mainly representing investment income of wealth management products and other
investments, (ii) net fair value gains/(losses) from changes in fair value of financial assets at
FVTPL, mainly representing unrealized changes in f air value of wealth management products, listed
equity investment and other investments, (iii) net foreign exchange gains/(losses), (iv) net
gains/(losses) on disposal of property, plant and equipment, (v) loss on write-off of inventories,
(vi) impairment loss on property, plant and equipm ent and (vii) settlement expenses for litigation,
representing fees under our settlement agree ment with a competitor who sued us for alleged
infringement, illegal acquisition of trade secre ts and unfair competition. See ‘‘Business — Legal
Proceedings and Compliance.’’
FINANCIAL INFORMATION
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The table below sets forth a breakdown of our other gains and losses, net for the years
indicated.
Y e a re n d e d3 1D e c e m b e r
2023 2024 2025
RMB’000 RMB’000 RMB’000
I n v e s t m e n ti n c o m eo ff i n a n c i a la s s e t sa tF V T P L ................. 3 8 , 7 2 0 2 0 , 1 7 5 8 5 , 9 9 5
Net fair value gains/(losses) from changes in fair value of financial assets
a tF V T P L .......................................... 3 , 6 3 6 ( 9 , 6 6 6 ) 6 , 4 1 8
N e tf o r e i g ne x c h a n g eg a i n s / ( l o s s e s ) ........................... 1 , 0 1 9 2 7 , 1 3 8 1 1 , 3 9 0
Net gains/(losses) on disposal of property, plant and equipment . . . . . . (850) (2,248) (18,946)
Loss on write-off of inventories
(1) ............................ — — ( 2 9 , 7 0 9 )
I m p a i r m e n tl o s so np r o p e r t y ,p l a n ta n de q u i p m e n t ................ — — ( 3 0 , 4 4 7 )
S e t t l e m e n te x p e n s e sf o rl i t i g a t i o n............................ ( 1 0 7 , 6 5 7 ) — —
O t h e r s ............................................... 1 , 8 2 0 1 , 0 7 9 ( 6 , 0 7 4 )
Total ................................................ (63,312) 36,478 18,627
Note:
(1) Loss on write-off of inventories recognized in other losses and gains related to unforeseeable event outside the ordinary
course of our business and was non-recurring in nature.
Research and Development Expenses
Our research and development expenses primar ily consisted of (i) employee benefit expenses,
(ii) material expenses, (iii) depreciation and amorti sation, (iv) energy and fuel costs and (v) equity
settled share-based compensation.
The table below sets forth a breakdown of our research and development expenses for the
periods indicated.
Year ended 31 December
2023 2024 2025
RMB’000 % RMB’000 % RMB’000 %
Employee benefit expenses . . . . . . . . . . . . . 74,857 30.9 79,596 32.1 111,063 40.0
Material expenses . . . . . . . . . . . . . . . . . . . 110,106 45.4 92,906 37.4 93,649 33.6
Depreciation and amortisation . . . . . . . . . . 21,428 8.8 27,920 11.3 32,984 11.8
E n e r g ya n df u e lc o s t s ................ 2 3 , 2 2 5 9 . 6 2 7 , 5 3 2 1 1 . 1 2 1 , 6 8 7 7 . 8
Equity settled share-based compensation . . . 1,061 0.4 190 0.1 4,793 1.7
Others
(1) ......................... 1 1 , 7 8 7 4 . 9 1 9 , 8 8 0 8 . 0 1 4 , 2 0 4 5 . 1
Total ............................ 242,464 100.0 248,024 100.0 278,380 100.0
Note:
(1) Others mainly consi sted of R&D service fees.
General and Administrative Expenses
Our general and administrative e xpenses primarily consisted of ( i) employee benefit expenses,
(ii) depreciation and amortisation, (iii) tax and surcha rges, (iv) professional fees, mainly representing
legal adviser fees and consultation fees, (v) equi ty settled share-based compensation, (vi) office
expenses, (vii) travel expenses, (viii) business ho spitality expenses, an d (ix) bank charges and
expenses.
FINANCIAL INFORMATION
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The table below sets forth a breakdown of our g eneral and administrative expenses for the
years indicated.
Year ended 31 December
2023 2024 2025
RMB’000 % RMB’000 % RMB’000 %
Employee benefit expenses . . . . . . . . . . . . . 120,156 36.4 139,126 44.3 192,352 44.5
Depreciation and amortisation . . . . . . . . . . 14,344 4.3 31,285 9.9 60,018 13.8
T a xa n ds u r c h a r g e s .................. 2 8 , 2 5 6 8 . 5 3 4 , 9 6 4 1 1 . 1 4 7 , 8 7 7 1 1 . 1
Professional fees . . . . . . . . . . . . . . . . . . . . 114,649 34.8 31,455 10.0 31,485 7.3
Equity settled share-based compensation . . . 2,032 0.6 8,281 2.6 24,633 5.7
O f f i c ee x p e n s e s ..................... 2 8 , 4 7 9 8 . 6 2 4 , 6 6 4 7 . 8 2 1 , 3 9 2 5 . 0
T r a v e le x p e n s e s .................... 4 , 4 5 1 1 . 3 7 , 9 6 7 2 . 5 1 5 , 4 5 0 3 . 6
Business hospitality expenses . . . . . . . . . . . 6,766 2.0 10,926 3.5 9,388 2.2
Bank charges and expenses . . . . . . . . . . . . 3,125 0.9 3,727 1.2 5,413 1.3
Others
(1) ......................... 8 , 6 1 1 2 . 6 2 2 , 4 4 2 7 . 1 2 3 , 7 0 1 5 . 5
Total ............................ 330,869 100.0 314,837 100.0 431,709 100.0
Note:
(1) Others primarily consisted of energy and fuel costs, maintenance and repair costs and insurance premiums.
Selling Expenses
Our selling expenses mainly consisted of (i) emplo yee benefit expenses, (ii) business hospitality
expenses, (iii) travel expenses, (iv) office expens es, (v) insurance premiums, representing export
credit insurance relating to overseas customers, (v i) equity settled share-based compensation, and
(vii) sales commission expenses, mainly representin g commission fees paid to third-party sales agents
for their services in facilitating direct sales to certain overseas customers.
The table below sets forth a breakdown of ou r selling expenses for the years indicated.
Year ended 31 December
2023 2024 2025
RMB’000 % RMB’000 % RMB’000 %
Employee benefit expenses . . . . . . . . . . . . . 19,864 51.4 20,391 55.0 25,247 59.0
Business hospitality expenses . . . . . . . . . . . 7,018 18.1 6,757 18.2 6,957 16.3
T r a v e le x p e n s e s .................... 2 , 3 6 5 6 . 1 2 , 8 7 6 7 . 7 3 , 5 6 8 8 . 3
O f f i c ee x p e n s e s ..................... 1 , 2 9 1 3 . 3 1 , 2 8 5 3 . 5 2 , 4 3 1 5 . 7
I n s u r a n c ep r e m i u m s ................. 7 4 4 1 . 9 1 , 2 0 2 3 . 2 9 0 9 2 . 1
Equity settled share-based compensation . . . 127 0.3 438 1.2 483 1.1
S a l e sc o m m i s s i o ne x p e n s e s ............. 5 , 3 7 0 1 3 . 9 1 , 7 8 4 4 . 8 — —
Others
(1) ......................... 1 , 9 4 9 5 . 0 2 , 3 7 9 6 . 4 3 , 2 1 0 7 . 5
Total ............................ 38,728 100.0 37,112 100.0 42,805 100.0
Note:
(1) Others primarily consisted of advertising expenses and depreciation and amortisation.
Share of Results of Associates and Joint Venture, Net
Our share of results of associates and joint venture, net mainly represented the amount of
profits or losses attributable to our Group as a result of the business operations of our associates and
joint venture, namely Yantai Xinghe Ba ttery Materials Technology Co., LTD (‘‘ Yantai Xinghe ’’),
N-Tech Environmental Protection Science and Technology (Changzhou) Co., Ltd (‘‘ N-Tech ’’),
Shenzhen Xinyuanbang Technology Co., Ltd. (‘‘ Shenzhen Xinyuanbang ’’), Shenzhen Qianhai Runmu
Investment Partnership Enterprise (Limited Partnership) (‘‘ Runmu Investment ’’), and Shenzhen
Xinglanxin New Material Technology Co., Ltd.. Our net share of loss of associates and joint venture
amounted to RMB1.9 million, RMB1.3 millio n and RMB1.2 million in 2023, 2024 and 2025,
respectively.
FINANCIAL INFORMATION
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Finance Costs
Our finance costs mainly consisted of (i) inter est expense on bank borrowings, (ii) interest
expense on other borrowings, mainly representing interest expenses on (a) finance leases, arising
from our sale and leaseback arrangements for pro duction equipment, and (b) equity investments
from third-party investors with share repurchase o ptions upon request, and (iii) interest expense on
lease liabilities.
The table below sets forth a breakdown of our finance costs for the periods indicated.
Y e a re n d e d3 1D e c e m b e r
2023 2024 2025
RMB’000 RMB’000 RMB’000
I n t e r e s te x p e n s eo nb a n kb o r r o w i n g s ......................... 6 7 , 3 2 0 9 2 , 0 6 4 1 6 2 , 9 8 0
I n t e r e s te x p e n s eo no t h e rb o r r o w i n g s ......................... 2 9 , 2 9 1 3 7 , 9 2 7 5 3 , 3 3 5
I n t e r e s te x p e n s eo nl e a s el i a b i l i t i e s........................... — 2 , 5 4 7 1 , 9 4 5
Total ................................................ 96,611 132,538 218,260
Income Tax (Expense)/Credit
Our income tax expense represents the tax expenses arising in the tax jurisdictions in which
companies comprising our Group domicile or op erate. For the years ended 31 December 2023 and
2024, our income tax expense amounted to RMB1 23.4 million and RMB36.3 million, respectively.
We recorded income tax credit of RMB22.6 million i n 2025. Our effective income tax rates for the
same years were 17.2%, 8.9% and –18.8%.
Chinese Mainland
Under the PRC Corporate Income Tax Law and t he respective regulations, the corporate
income tax for our Company and subsidiaries are calculated at a statutory rate of 25% or a
preferential rate of 15% where applicable, on their estimated taxable profits for the year based on
the existing legislations, interpreta tions and practices in respect thereof.
During the Track Record Period, our Company and certain of our subsidiaries were qualified
as High and New Technology Enterprises under the relevant PRC laws and regulations and were
entitled to the corporate income tax at a preferen tial rate of 15%. This qualification is subject to
review by the relevant tax authority in the PRC for every three years.
Hong Kong
Our Company’s subsidiary domiciled in Hong Kon g is subject to a two-tiered income tax rate
for taxable income earned in Hong Kong effect ively since 1 April 2018. The first HK$2 million of
profits earned by the qualifying group entity are subject to be taxed at an income tax rate of 8.25%,
while the remaining profits will be taxed at 16.5%.
Other jurisdictions
Taxation for our other overseas subsidiaries is charged at the appropriate current rates of
taxation ruling in the relevant countries.
See Note 11 of the Accountants’ Report in Appendix I to this prospectus for more information.
During the Track Record Period and up to the Latest Practicable Date, we did not have any
disputes or unresolved tax issues with the relevant tax authorities which may have a material adverse
impact on our business, financial position and results of operations.
FINANCIAL INFORMATION
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RESULTS OF OPERATIONS
Year Ended 31 December 2025 Compared with Year Ended 31 December 2024
Revenue
Our total revenue increased by 16.3% from RMB3,506.2 million in 2024 to RMB4,076.8
million in 2025, primarily due to an increase in reven ue derived from sales of coated separators and
wet process separators.
. Revenue from our sales of dry process separat ors remained relatively stable at RMB470.0
million in 2024 and RMB466.6 million in 2025, pr imarily due to a slight decrease in sale
volume as we proactively controlled production volume in consideration of downstream
demand trend, partially offset by a slight incr ease in average selling price in line with the
broader industry trend according to Frost & Sullivan.
. Revenue from our sales of wet process separators increased by 19.8% from RMB495.1
million in 2024 to RMB593.2 million in 2025, primarily due to an increase in sales volume
as a result of an increase in orders from existing customers for new product launch,
partially offset by a decrease in average sellin g pricing as a result of market competition.
. Revenue from our sales of coated separators increased by 18.7% from RMB2,541.1
million in 2024 to RMB3,017.0 million in 2025, primarily due to an increase in sales
volume as a result of an increase in orders from existing customers for new product
launch, partially offset by a decrease in ave rage selling pricing as a result of market
competition.
Cost of Sales
Our cost of sales increased by 26.6% from RM B2,521.9 million in 2024 to RMB3,193.6 million
in 2025, primarily due to (i) an increase in raw mater ials in line with the increase in our sales volume,
partially offset by a decrease in market price for main raw materials such as PP and PE, and (ii) an
increase in depreciation and amortisation, resulting from the conversion of construction-in-progress
at our Nantong and Foshan manufacturing bases into fixed assets.
Gross Profit and Gross Profit Margin
As a result of the foregoing, our gross profit decreased by 10.3% from RMB984.3 million in
2024 to RMB883.2 million in 2025. Our gross profit margin decreased from 28.1% in 2024 to 21.7%
in 2025.
. The gross profit from our sales of dry pro cess separators decreased by 69.2% from
RMB94.8 million for the year ended 31 De cember 2024 to RMB29.2 million for the year
ended December 31 2025. The gross profit ma rgin of our sales of dry process separators
decreased from 20.2% in 2024 to 6.3% in 2025, primarily because an increase in our
average production costs resulting from a planned reduction in output volume in response
to declining customer demand for dry process separators. As part of our efforts to manage
oversupply, we ceased production at our Shenzhen manufacturing base in 2025 where dry
process separators constituted the majority of the production capacity, which led to fixed
costs being spread over a lower production volume and consequently elevated the per-unit
cost. Such decrease was partially offset b y a slight increase in average selling price.
. The gross profit from our sales of wet pro cess separators increased by 4.7% from
RMB199.3 million in 2024 and RMB208.6 millio n in 2025. The gross profit margin of our
sales of wet process separators decreased from 40.3% in 2024 to 35.2% in 2025, primarily
due to the decrease of average selling price as a result of market competition driven by
supply-demand imbalances, while higher sales volumes for wet process separators enabled
us to benefit from economies of scale and main tain relatively stable average production
costs.
FINANCIAL INFORMATION
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. The gross profit from our sales of coated separators decreased by 6.5% from RMB690.1
million in 2024 to RMB645.4 million in 2025. The gross profit margin of our sales of
coated separators decreased from 27.2% in 2024 to 21.4% in 2025, primarily due to the
decrease of average selling price as a result of market competition driven by
supply-demand imbalances, wh ile higher sales volumes for coated separators enabled us
to benefit from economies of scale and maint ain relatively stable average production
costs.
Other Income
Our other income remained relatively st able at RMB182.9 million in 2024 and RMB183.9
million in 2025.
Net Impairment Losses (Recognised)/Reversed on Financial Assets
We recorded net impairment loss recognised o n financial assets of RMB62.8 million in 2024
and net impairment reversal on financial a ssets of RMB7.0 million in 2025, primarily due to a
decrease in the balance of trade receivables drive n by an improvement in customer settlement cycles
in 2025, which resulted in a reduction of the expect ed credit loss allowance calculated under our ECL
model and a consequential reversal of previ ously recognized impai rment provisions.
Other (Losses) and Gains, Net
Our other gains decreased by 49.0% from RMB36.5 million in 2024 to RMB18.6 million in
2025, primarily due to (i) the recognition of impai rment losses on property, plant and equipment
relating to the cessation of production in Shenzh en manufacturing base in the last quarter of 2025,
and (ii) recognition of loss on wri te-off of inventories, mainly du e to equipment malfunction at
certain storage facilities that temporarily compro mised the required storage environment, rendering
the affected inventories unsaleable, partially offs et by an increase in investment income of financial
assets at FVTPL, mainly from equity investment.
Research and Development Expenses
Our research and development expenses inc reased by 12.2% from RMB248.0 million in 2024 to
RMB278.4 million in 2025, primarily due to an increas e in employee benefit expenses resulting from
an increased number of R&D personnel and increased average R&D employee remuneration.
General and Administrative Expenses
Our general and administrative expenses incre ased by 37.1% from RMB314.8 million in 2024 to
RMB431.7 million in 2025, primarily due to (i) an incr ease in employee benefit expenses resulting
from (I) increased average employee remuneration, driven by the recruitment of employees for more
specialized roles with higher remuneration packa ges in connection with our overseas expansion and
group-level management enhancement, and (II) an in crease in number of general and administrative
personnel; and (ii) an increase in depreciation and amortisation, which mainly arose from the
conversion of construction-in-progress at our Shenzhen, Nantong, Foshan and Sweden
manufacturing bases into fixed a ssets, including an office facilit ies at our Shenzhen, Nantong and
Foshan base, and certain equipment at our Sweden base.
Selling Expenses
Our selling expenses increased by 15.3% fr om RMB37.1 million in 2024 to RMB42.8 million in
2025, primarily due to an increase in employee benef it expenses resulting from increased number of
employees for our sales and marketing department, driven by the expansion of our business scale and
the commencement of production at our Foshan ma nufacturing base in 2025, which necessitated
additional sales and marketing resources to support the growth in sales volume with our expanded
production capacity.
FINANCIAL INFORMATION
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Share of Results of Associates and Joint Venture, Net
Our net share of loss remained relatively stable at RMB1.3 million in 2024 and RMB1.2 million
in 2025, respectively.
Finance Costs
Our finance costs increased by 64.7% fro m RMB132.5 million in 2024 to RMB218.3 million in
2025, primarily due to an increase in interest expense on bank borrowings, resulting from increased
borrowings mainly for construction of manufacturing bases.
Income Tax (Expense)/Credit
We recorded income tax expense of RMB36. 3 million in 2024 and income tax credit of
RMB22.6 million in 2025, primarily due to (i) a d ecrease in profit before income tax and (ii) an
increase in deferred tax assets in respect of bot h current period losses as well as previously
unrecognised losses of our Company and subsidiary, both of which are expected to generate
sufficient taxable profit in future periods to reco gnise existing tax losses. Our effective tax rate
amounted to 8.9% in 2024 and –18.8% in 2025, primarily due to the same reason.
Profit For the Year
As a result of the foregoing, our profit for the year decreased by 61.4% from RMB370.7 million
in 2024 to RMB143.1 million in 2025.
Year Ended 31 December 2024 Compared with Year Ended 31 December 2023
Revenue
Our total revenue increased by 17.6% from RMB2,981.9 million in 2023 to RMB3,506.2
million in 2024, primarily due to (i) an increase in overall sales volume and (ii) an increase in
proportion of sales from coated separators, which have higher average selling prices.
. Revenue from our sales of dry process sep arators decreased by 30.4% from RMB675.7
million in 2023 to RMB470.0 million in 2024, primarily due to a decrease in average
selling price due to market competition, parti ally offset by an increase in sales volume
resulting from orders from existing custome rs to support new product launch, driven by
the overall growth of EV and energy storage markets.
. Revenue from our sales of wet process sep arators increased by 5.5% from RMB469.1
million in 2023 to RMB495.1 million in 2024, pr imarily due to an increase in the sale
volume resulting from orders from existin g customers to support new product launch,
driven by the overall growth of EV and energ y storage markets, partially offset by a
decrease in average selling price due to market competition.
. Revenue from our sales of coated separators increased by 38.3% from RMB1,837.0
million in 2023 to RMB2,541.1 million in 2024, primarily due to an increase in sales
volume as a result of (i) our expanded produ ction capacity to better fulfil customer
demand and (ii) increasing customer dema nd resulting from orders from existing
customers to support new product launch, driven by the overall growth of EV and
energy storage markets, partially offset by a decrease in average selling price due to
market competition.
Cost of Sales
Our cost of sales increased by 49.1% from RM B1,691.5 million in 2023 to RMB2,521.9 million
in 2024, primarily due to (i) an increase in raw mat erial costs, driven by higher sales volume and a
shift in product mix towards coated separators, wh ich carry a higher unit material cost relative to
dry process and wet process separators due to add itional processing steps ; and (ii) an increase in
depreciation and amortisation primarily due to the conversion of construction-in-progress in
Nantong manufacturing base into fixed assets.
FINANCIAL INFORMATION
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Gross Profit and Gross Profit Margin
As a result of the foregoing, our gross profit decreased by 23.7% from RMB1,290.4 million in
2023 to RMB984.3 million in 2024. Our gross profit margin decreased from 43.3% in 2023 to 28.1%
in 2024.
. The gross profit from our sales of dry pro cess separators decreased by 60.0% from
RMB236.9 million in 2023 to RMB94.8 million in 2024. The gross profit margin of our
sales of dry process separators decreased from 35.1% in 2023 to 20.2% in 2024, primarily
because the decrease in the average selling pri ces of our products exceeded the decrease in
production costs as a result of market competition.
. The gross profit from our sales of wet pro cess separators decr eased by 11.1% from
RMB224.2 million in 2023 to RMB199.3 million in 2024. The g ross profit margin of our
sales of wet process separators decreased from 47.8% in 2023 to 40.3% in 2024, primarily
because the decrease in the average selling price of our products exceeded the decrease in
production costs as a result of market compet ition. However, such de crease was partially
offset by our measures to improve efficien cy, particularly the commencement of mass
production of our fifth-generation super wet process production line in 2024, which
delivered significant improvements in production efficiency.
. The gross profit from our sales of coated se parators decreased by 16.8% from RMB829.3
million in 2023 to RMB690.1 million in 2024. The gross profit margin of our sales of
coated separators decreased from 45.1% in 2023 to 27.2% in 2024, primarily because the
decrease in the average selling prices of our pr oducts exceeded the decrease in production
costs as a result of market competition.
Other Income
Our other income decreased by 14.3% from RMB213.3 million in 2023 to RMB182.9 million in
2 0 2 4 ,p r i m a r i l yd u et o( i )ad e c r e a s ei ng o v e r n m e n tg r a n t sw er e c o r d e di nr e l a t i o nt ob u s i n e s s
operation, and (ii) a decrease in interest income as a result of our withdrawal of deposits to support
construction of manufacturing bases.
Net Impairment Losses Recognised on Financial Assets
Our impairment losses recognised on financial assets increased significantly from RMB12.7
million in 2023 to RMB62.8 million in 2024, primarily due to an increase in impairment losses on
trade receivables, as we made full provision for trade receivables due from one of our customers who
experienced deterioration of operatin g conditions and filed for bankruptcy.
Other Gains and Losses, Net
We recognised other losses of RMB63.3 million in 2023 and other gains of RMB36.5 million in
2024, primarily because we incurred settlemen t expenses in relation to a litigation in 2023.
Research and Development Expenses
Our research and development expenses remai ned relatively stable at RMB242.5 million and
RMB248.0 million in 2023 and 2024, respectively.
General and Administrative Expenses
Our general and administrative expenses dec reased by 4.8% from RMB330.9 million in 2023 to
RMB314.8 million in 2024, primarily due to a decrease in professional fees in relation to a litigation
that reached settlement in 2023, partially offset by an increase in employee benefit expenses as a
result of increased number of gen eral and administrative personne l and increased average general
and administrative employee remun eration as our business expanded.
Selling Expenses
Our selling expenses remained relatively s table at RMB38.7 million and RMB37.1 million in
2023 and 2024, respectively.
FINANCIAL INFORMATION
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Share of Results of Associates and Joint Venture, Net
Our net share of loss of associates and joint ve nture decreased by 30.5% from RMB1.9 million
in 2023 to RMB1.3 million in 2024, primarily due to the recognition of profit associated with Runmu
Investment in 2024.
Finance Costs
Our finance costs increased by 37.2% from RM B96.6 million in 2023 to RMB132.5 million in
2024, primarily due to an increase in interest expense on bank borrowings resulting from increased
borrowings mainly for construction of manufacturing bases.
Income Tax (Expense)/Credit
Our income tax expense decreased by 70. 6% from RMB123.4 million in 2023 to RMB36.3
million in 2024, primarily due to a decrease in profit before income tax. Our effective income tax
rates decreased from 17.2% in 2023 to 8.9% in 2024, primarily due to (i) a decrease in profit before
income tax, (ii) a decrease in tax losses for which n o deferred income tax assets were recognised, and
(iii) the absolute amount of super deductions av ailable in respect of qualifying research and
development expenditure and equipment procurem ent remained broadly unchanged, which, against
a significantly lower profit base, resulted in a pro portionately greater reduction in the effective tax
rate.
Profit For the Year
As a result of the foregoing, our profit for the year decreased by 37.6% from RMB593.7 million
in 2023 to RMB370.7 million in 2024.
LIQUIDITY AND CAPITAL RESOURCES
Working Capital
We have historically met our working capital and o ther capital requirements principally from a
combination of internally generated funds from o ur operating activities, proceeds from our equity
financings and borrowings. We had cash and cash equivalents of RMB1,744.4 million, RMB2,650.8
million and RMB1,187.7 million as at 31 December 2023, 2024 and 2025, respectively. Going
forward, we expect to fund our working capital requirements with a combination of various sources,
including but not limited to cash generated from our operations, the net proceeds from the Global
Offering and other possible equity and debt financ ing when appropriate. We will closely monitor the
level of our working capital, and diligently review future cash flow requirements and adjust our
operation and expansion plans, if necessary, to ens ure that we maintain sufficient working capital to
support our business operations.
Taking into account the financial resources available to us, including our cash and cash
equivalents on hand and the estimated net proceeds from the Global Offering, our Directors are of
the view that we have sufficient working capital to meet our present needs and for the next 12 months
from the date of this prospectus.
Cash Flows
The table below sets forth a summary of our consolidated statements of cash flows for the years
indicated.
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Net cash flows generated from operating activities . . . . . . . . . . . . . . 1,134,074 368,444 752,512
Net cash flow used in investing activities. . . . . . . . . . . . . . . . . . . . . (3,791,511) (2,444,235) (3,269,560)
Net cash flows generated from financing activities . . . . . . . . . . . . . . 3,081,322 3,031,016 1,060,852
Net increase/(decrease) in cash and cash equivalents. . . . . . . . . . . . . 423,885 955,225 (1,456,196)
Cash and cash equivalents at beginning of year ................. 1,293,953 1,744,409 2,650,754
E f f e c to ff o r e i g ne x c h a n g er a t ec h a n g e s ,n e t .................. 2 6 , 5 7 1 ( 4 8 , 8 8 0 ) ( 6 , 8 8 7 )
Cash and cash equivalents at end of year ..................... 1,744,409 2,650,754 1,187,671
FINANCIAL INFORMATION
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During the Track Record Period, we recorded prolonged cash conversion cycle. See ‘‘Risk
Factors — Risks Relating to Our Business and Industry — We may be exposed to liquidity risk due
to a long cash conversion cycle.’’ Our overall cash conversion cycle, calculated by adding average
inventory turnover days and average trade and notes receivables turnover days, then subtracting
average trade and notes payables turnover days, was 175.2 days, 223.1 days and 234.9 days in 2023,
2024 and 2025, respectively. Such increase in our cash conversion cycle was primarily due to (i) an
increase in our average trade and notes receivables turnover days from 204.4 days in 2023 to 223.6
days in 2024, primarily due to (a) prolonged cus tomer payment cycles as intensified market
competition in the battery separator industry s trengthened the bargaining power of leading
downstream customers, resultin g in the granting of extended credit terms to key customers, and (b)
longer customer acceptance cycles resulting from our product iterations and upgrades, which
typically require more thorough customer testing and validation prior to payment; and (ii) a decrease
in our average trade and notes payables turnover days from 109.9 days in 2023 to 73.1 days in 2024
and further to 68.7 days in 2025, primarily because we streamlin ed our procurement payment
process. We have implemented or plan to implemen t a series of strategic measures to manage our
prolonged cash conversion cycle with an aim to improve our overall liquidity by the end of 2026,
subject to market conditions. Specifically:
. we plan to proactively engage with custome rs to optimise settlement methods, with a
particular focus on reducing the proportion of payments made by notes and encouraging
direct cash collection by customers where possible. In practice, this involves our sales and
finance teams jointly reviewing the settlement arrangements with each key account on a
periodic basis, identifying customers where a transition from notes to cash settlement is
feasible given their financial posit ion and our commercial relationship.
. we plan to strengthen our inventory management by aligning inventory levels more closely
with actual demand, accelerating inventory turnover. We plan to conduct regular aging
reviews of our inventory, and where invent ory levels are identified as exceeding
anticipated near-term consumption, procurement and production schedules are adjusted
accordingly to prevent further build-up and to accelerate the drawdown of existing stock.
. we plan to negotiate more flexible payment terms with suppliers to ensure greater
consistency between our payment schedules t o suppliers and our collection periods from
customers.
Net Cash Generated From Operating Activities
For the year ended 31 December 2025, our net cash generated from operating activities
amounted to RMB752.5 million. This amount repr esented our profit before income tax of
RMB120.5 million and income tax paid of RMB 11.5 million, adjusted for non-cash and
non-operating items, and movements in working capital. Adjustments of non-cash and
non-operating items primarily comprised (i) de preciation of property, plant and equipment of
RMB864.6 million, and (ii) finance costs of RM B218.3 million. Our movements in working capital
primarily comprised (i) increase in other payab les and accruals of RMB321.2 million resulting from
an increase in input VAT payables due to our purch ase of equipment and an increase in employee
benefit payables, and (ii) an inc rease in trade and notes payables o f RMB137.4 million resulting from
an increase in procurement of raw materials to meet increasing customer demand.
For the year ended 31 December 2024, our net cash generated from operating activities
amounted to RMB368.4 million. This amount repr esented our profit before income tax of
RMB407.0 million and income tax paid of RMB 87.4 million, adjusted for non-cash and
non-operating items, and movements in working capital. Adjustments of non-cash and
non-operating items primarily comprised (i) de preciation of property, plant and equipment of
RMB598.3 million, and (ii) finance costs of RM B132.5 million. Our movements in working capital
primarily comprised increase in other payables and accruals of RMB622.5 million, mainly due to an
increase in input VAT payables due to our purchase of equipment and an increase in employee
benefit payables, partially offs et by increase in trade and notes r eceivables of RMB861.0 million,
mainly resulting from our revenue growth and prolonged payment cycle from our customer.
FINANCIAL INFORMATION
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For the year ended 31 December 2023, our net cash generated from operating activities
amounted to RMB1,134.1 million. This amount re presented our profit before income tax of
RMB717.0 million and income tax paid of RMB 96.6 million, adjusted for non-cash and
non-operating items, and movements in working capital. Adjustments of non-cash and
non-operating items primarily comprised (i) de preciation of property, plant and equipment of
RMB445.6 million, and (ii) finance costs of RMB 96.6 million. Our movements in working capital
primarily comprised increase in other paya bles and accruals of RMB647.4 million, mainly
attributable to an increase in input VAT payables due to our purchase of equipment and an
increase in employee benefit payables, partially offset by increase in trade and notes receivables of
RMB294.2 million, which was in line with our revenue growth.
Net Cash Generated Used in Investing Activities
For the year ended 31 December 2025, we had net cash used in investing activities of
RMB3,269.6 million, mainly attributable to (i) paym ent and prepayment for purchase of property,
plant and equipment of RMB3,737.3 million, and ( ii) placement of time deposits of RMB3,002.2
million, partially offset by receipt from mat urity of time deposits of RMB3,357.5 million.
For the year ended 31 December 2024, we had net cash used in investing activities of
RMB2,444.2 million, mainly attributable to (i) p lacement of time deposits of RMB6,434.0 million,
(ii) purchase of financial assets at FVTPL of RMB 4,965.4 million, and (iii) payment and prepayment
for purchase of property, plant and equipment o f RMB4,548.6 million, partially offset by (i) receipt
from maturity of time deposits of RMB8,016.3 millio n and (ii) proceeds from sale of financial assets
at FVTPL of RMB5,512.4 million.
For the year ended 31 December 2023, we had net cash used in investing activities of
RMB3,791.5 million, mainly attributable to (i ) purchase of financial assets at FVTPL of
RMB4,593.0 million, (ii) payment and prepayment fo r purchase of property, plant and equipment
of RMB3,950.7 million, and (iii) placement of time dep osits of RMB3,851.4 million, partially offset
by (i) proceeds from sale of financial assets at F VTPL of RMB5,270.0 million and (ii) receipt from
maturity of time deposits of RMB3,548.1 million.
Net Cash Generated From Financing Activities
For the year ended 31 December 2025, we had net cash generated from financing activities of
RMB1,060.9 million, mainly attributable to (i) p roceeds from bank borro wings of RMB2,829.4
million and (ii) proceeds from other borrowing s of RMB2,231.0 million, partially offset by (i)
repayment of bank borrowings of RMB1,742.8 million and (ii) repayment of other borrowings of
RMB1,696.8 million.
For the year ended 31 December 2024, we had net cash generated from financing activities of
RMB3,031.0 million, mainly attributable to (i) p roceeds from bank borro wings of RMB4,442.6
million, and (ii) proceeds from other borrowings o f RMB2,593.1 million, partially offset by (i)
repayment of other borrowings of RMB1,418.3 millio n, and (ii) repayment of bank borrowings of
RMB1,259.1 million.
For the year ended 31 December 2023, we had net cash generated from financing activities of
RMB3,081.3 million, mainly attributable to (i) p roceeds from bank borro wings of RMB1,927.0
million, and (ii) proceeds from other borrowings o f RMB1,528.8 million, partially offset by (i)
repayment of bank borrowings of RMB489.2 millio n, (ii) placement of pledged bank deposits of
RMB469.1 million, and (iii) repayment of o ther borrowings of RMB414.7 million.
FINANCIAL INFORMATION
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DISCUSSION OF SELECTED ITEMS OF CONSOLIDATED STATEMENTS OF FINANCIAL
POSITION
Net Current Assets
The following table sets forth our current assets and current liabilities as at the dates indicated.
As at 31 December
As at
30 April
2023 2024 2025 2026
RMB’000 RMB’000 RMB’000 RMB’000
(unaudited)
Current assets
Inventories. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 396,864 518,063 762,381 979,934
Trade and notes receivables . . . . . . . . . . . . . . . . . . 1,773,249 2,376,056 2,480,060 2,469,282
Prepayments, other receivables and other assets . . . . 419,819 357,903 440,517 538,783
A m o u n t sd u ef r o mr e l a t e dp a r t i e s .............. — 6 3 , 6 4 6 5 , 3 7 3
P r e p a i di n c o m et a x ........................ 5 , 0 2 3 2 0 , 4 8 3 5 , 4 4 1 1 0 , 7 6 7
F i n a n c i a la s s e t sa tF V T P L ................... 8 7 0 , 6 3 8 2 9 9 , 3 6 7 3 0 , 0 0 1 5 8 , 5 9 3
Financial assets at FVTOCI. . . . . . . . . . . . . . . . . . 79,585 292,318 369,753 369,034
Restricted bank deposits
(1) . . . . . . . . . . . . . . . . . . . 145,402 485,496 571,202 408,429
Time deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,983,538 541,635 233,037 720,395
Cash and cash equivalents . . . . . . . . . . . . . . . . . . . 1,744,409 2,650,754 1,187,671 1,696,298
Total current assets ........................ 7,418,527 7,542,081 6,083,709 7,256,888
Current liabilities
Trade and notes payables . . . . . . . . . . . . . . . . . . . 478,454 532,281 669,699 692,484
F i n a n c i a ll i a b i l i t i e sa tF V T P L ................ — — 1 2 , 6 2 0 3 , 7 0 2
C o n t r a c tl i a b i l i t i e s ........................ 3 , 5 7 7 4 , 3 3 3 1 8 , 1 3 9 1 2 , 0 4 2
Other payables and accruals. . . . . . . . . . . . . . . . . . 899,443 1,382,915 1,015,518 1,122,044
A m o u n t sd u et or e l a t e dp a r t i e s ............... 1 1 9 6 3 5 9 9 4 3 , 8 8 7
Borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,598,947 4,105,067 5,748,288 5,832,203
L e a s el i a b i l i t i e s ........................... 3 , 8 6 2 1 8 , 6 4 6 2 4 , 1 0 2 2 7 , 2 4 6
I n c o m et a xp a y a b l e ........................ 3 7 , 7 7 0 1 7 , 1 4 5 2 9 , 7 7 3 2 8 , 6 2 4
Total current liabilities ...................... 4,022,172 6,061,022 7,519,133 7,722,232
Net current assets/(liabilities) ................. 3,396,355 1,481,059 (1,435,424) (465,344)
Note:
(1) In September 2025, we entered into an entrusted asse t management contract with licensed investment manager,
Highflying Tiger Capital Management International Ltd, (the ‘‘ Investment Manager ’’), an Independent Third Party, to
manage a designated securities investment account for the purpose of enhancing returns on our idle capital. We retain
full legal ownership of all assets under management with no e ncumbrance created thereover , and all investment gains or
losses belong exclusively to us. The Investment Manager may invest in equities, funds and bonds in line with our
investment strategies, and is entitled to a performance fee calculated by reference to net profit of the account on a
semi-annual basis, which is not payable until all accumula ted losses have been fully recovered. The agreement has an
initial term of six months, automatically renewable, an d may be terminated by us upon fifteen days’ prior written
notice. As at 31 December 2025, funds placed under this arra ngement amounted to approxi mately RMB219.0 million,
classified as restricted bank deposits and denominated in USD.
Our net current liabilities decreased by 67.6% from RMB1,435.4 million as at 31 December
2025 to RMB465.3 million as at 30 April 2026, primar ily due to an increase in time deposits and cash
and cash equivalents following an increase in non-current bank borrowings.
We intend to improve our net current liabilities position through the following measures: (i)
optimising our product portfolio by gradually increasing the proport ion of higher-margin products,
such as wet separators and coated separators; (ii) proactively expanding our overseas markets with
strong downstream demand, where selling prices are g enerally higher than in the domestic market, in
order to improve overall product profitability; (iii) optimising our manufacturing processes,
adopting lean production practices, and leveraging automation and digital technologies to improve
efficiency and lower production costs; (iv) pr oactively engaging with customers to optimise
settlement methods by reducing the proportion of payments made by notes and encouraging direct
cash collection where possible, and (v) negotiat e more flexible payment terms with suppliers to
ensure greater consistency between our payment schedules to suppliers and our collection periods
from customers.
FINANCIAL INFORMATION
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We record net current assets of RMB1,481.1 million as at 31 December 2024 and net current
liabilities of RMB1,435.4 million as at 31 Decembe r 2025, primarily due to (i) an increase in
borrowings to support construction of manufacturing bases, and (ii) a decrease in cash and cash
equivalents primarily due to capital expenditure i n connection with the construction of our Foshan
and Malaysia manufacturing bases and acquisitio n of production equipment, partially offset by a
decrease in other payables and accruals, resulting from a decrease in payables for acquisition of
non-current assets as a result of our settlemen t with construction and equipment suppliers.
Our net current assets decreased by 56.4% fr om RMB3,396.4 million as at 31 December 2023 to
RMB1,481.1 million as at 31 December 2024, prima rily due to (i) an increase in borrowings for
construction of manufacturing bases, (ii) a decrea se in time deposits to support construction of
manufacturing bases, and (iii) an increase in ot her payables and accruals resulting from (a) an
increase in construction and equipment payables for manufacturing bases, and (b) an increase in
endorsed notes receivable we used to settle payment s with suppliers that have not been derecognized
and not yet due, partially offset by an increase in cash and cash equivalents.
Financial Assets at FVTOCI
Our financial assets at FVTOCI mainly consis ted of notes receivables measured at FVTOCI
and equity investments at fair value. The following table sets forth the breakdown of our financial
assets at FVTOCI as at the dates indicated.
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Current:
Notes receivables measured at FVTOCI . . . . . . . . . . . . . . . . . 79,585 292,318 369,753
Non-current:
E q u i t yi n v e s t m e n t sa tf a i rv a l u e....................... — — 3 0 , 8 6 3
Total .......................................... 79,585 292,318 400,616
Our financial assets at FVTOCI increased by 2 67.3% from RMB79.6 million as at 31 December
2023 to RMB292.3 million as at 31 December 2024, a nd further increased by 37.0% to RMB400.6
million as at 31 December 2025, primarily due to an increase in notes receivables in line with our
sales growth.
Both notes receivables measured at FVTOCI and equity investments at fair value are subject to
Level 3 fair value measurement. Det ails of the fair value measurement of financial assets at FVTOCI,
particularly the fair value hierarchy, the valua tion techniques and key inputs, including the
relationship of unobservable inputs to fair val ue, are disclosed in Note 40 of the Accountants’
Report in Appendix I to this prospectus.
Financial Assets at FVTPL
Our financial assets at FVTPL consisted of (i) bank wealth management products and
structured deposits, (ii) fund products, and (iii) un listed equity instruments. The following table sets
forth the breakdown of our financial assets at FVTPL as at the dates indicated.
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Current:
Bank wealth management products and structured deposits. . . . 618,835 260,564 —
F u n dp r o d u c t s................................... 2 5 1 , 8 0 3 3 8 , 8 0 3 3 0 , 0 0 1
Non-current:
U n l i s t e de q u i t yi n s t r u m e n t s.......................... 6 4 , 2 1 2 7 6 , 9 8 2 9 4 , 5 9 8
Total .......................................... 934,850 376,349 124,599
FINANCIAL INFORMATION
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Our financial assets at FVTPL decreased by 59.7% from RMB934.9 million as at 31 December
2023 to RMB376.3 million as at 31 December 2024, p rimarily due to a decrease in bank wealth
management products and fund products as a res ult of our redemption. Our financial assets at
FVTPL decreased by 66.9% from RMB376.3 million a s at 31 December 2024 to RMB124.6 million
as at 31 December 2025, primarily due to a decr ease in bank wealth management products and
structured deposits as a result of our redemption.
Our financial assets at FVTPL are subject to Level 3 fair value measurement included bank
wealth management products and structured deposits and unlisted equity instruments. Details of the
fair value measurement of financial assets at FVTP L, particularly the fair value hierarchy, the
valuation techniques and key inputs, including the relationship of unobservable inputs to fair value
are disclosed in Note 41 of the Accountants’ Report in Appendix I to this prospectus.
We have established management systems that s pecify the approval authority, information
disclosure, authorization management, operation processes, financial accounting, supervision and
risk control procedures of our wealth management activities, so as to standardise our financial
product investments. Our investment strategy is grounded in the principles of compliance, safety and
effectiveness. The types of wealth management pr oducts we choose are low-risk products with high
safety and good liquidity. Adhering to prudent investment principles, we conduct investment
activities with an aim to improve capital utilisatio n efficiency and investmen t returns on cash assets.
Major investment decisions are subject to approval by our Board. Our Board is responsible for
overseeing all significant investment activities, i ncluding reviewing and ev aluating the feasibility,
risks and expected returns of our investments, as well as monitoring the implementation of
investment plans.
Our finance department manages fund products and wealth management portfolio based on the
specific investment plans, primarily including the preparation of investment feasibility analysis,
handling wealth management products, and con ducting accounting pro cedures. We maintain
oversight of wealth management products, including monitoring and evaluating the performance of
wealth management products. In addition, we adhere to all applicable laws, regulations, and
management policies regarding the proper d isclosure of investment information.
Our senior management team possess substantia l investment expertise. Our chief financial
officer, Mr. Wang Hao, has 20 years of experie nce in financial management and corporate
governance. See ‘‘Directors and Senior Management.’’
Following the Listing, our investments in financial products will be conducted in accordance
with the provisions of Chapter 14 of the Listing Rules.
Prepayments, other receivables and other assets
Our prepayments, other receivables and othe r assets mainly consisted of (i) prepayment for
acquisition of non-current assets, mainly relating to prepayments for acquisition of equipment for
our manufacturing bases, (ii) VAT recoverable, mainly representing VAT recoverable relating to
purchase of equipment, (iii) prepayments for materi als and others, mainly relating to raw materials,
(iv) other receivables, mainly relating to lease d eposits and (v) deferred listing expenses. The
following table sets forth the breakdown of our pre payments, other receivables and other assets as at
the dates indicated.
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Prepayment for acquisition of non-current assets . . . . . . . . . . . 1,279,387 1,095,461 147,205
V A Tr e c o v e r a b l e ................................. 3 7 8 , 9 0 8 7 3 3 , 7 6 2 6 5 1 , 2 0 5
P r e p a y m e n t sf o rm a t e r i a l sa n do t h e r s................... 3 2 , 6 5 5 4 4 , 2 5 7 5 8 , 3 5 1
O t h e rr e c e i v a b l e s ................................. 8 , 7 2 2 1 8 , 7 8 4 3 3 , 2 7 0
D e f e r r e dl i s t i n ge x p e n s e ............................. — — 1 9 , 2 4 7
L e s s :a l l o w a n c ef o ri m p a i r m e n t ....................... ( 4 6 6 ) ( 9 2 2 ) ( 1 , 6 7 1 )
Total .......................................... 1,699,206 1,891,342 907,607
FINANCIAL INFORMATION
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Our prepayments, other receivables and othe r assets increased by 11.3% from RMB1,699.2
million as at 31 December 2023 to RMB1,891.3 millio n as at 31 December 2024, primarily due to an
increase in VAT recoverable resulting from an increase in purchased equipment, which led to
increase in outstanding input VAT yet to be credited.
Our prepayments, other receivables and other assets decreased by 52.0% from RMB1,891.3
million as at 31 December 2024 to RMB907.6 millio n as at 31 December 2025, primarily due to
decrease in prepayment for acquisition of non-current assets as our manufacturing base was in the
equipment installation phase, resulting i n less demand for purchase of equipment.
As at 30 April 2026, RMB136.2 million, or 15.0% of our prepayments, other receivables and
other assets as at 31 December 2025, had been subsequently settled.
Inventories
Our inventories primarily consisted of (i) ra w materials, (ii) semi-finished goods, and (iii)
finished goods. The table below sets forth a breakdown of our inventories as at the dates indicated.
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
R a wm a t e r i a l s ................................... 2 0 8 , 0 9 4 2 8 9 , 5 6 0 3 2 2 , 1 7 7
S e m i - f i n i s h e dg o o d s ............................... 1 2 8 , 5 7 4 1 1 1 , 2 7 7 1 6 8 , 7 9 4
F i n i s h e dg o o d s ................................... 1 0 3 , 2 8 2 1 6 2 , 8 8 5 3 3 6 , 6 4 1
L e s s :p r o v i s i o nf o ri m p a i r m e n t ........................ ( 4 3 , 0 8 6 ) ( 4 5 , 6 5 9 ) ( 6 5 , 2 3 1 )
Total .......................................... 396,864 518,063 762,381
Our inventories increased by 30.5% to RMB5 18.1 million as at 31 December 2024, and further
increased by 47.2% to RMB762.4 million as at 31 Dece mber 2025, primarily due to our expansion in
production scale to meet customer demands.
Our finished goods increased from RMB1 62.9 million in 2024 to RMB336.6 million in 2025,
was primarily due to (i) the expansion of our produ ction capacity which resulted in a higher volume
of finished goods on hand at year end, all of which were manufactured against specific customer
orders; and (ii) the commencement of vendor-managed inventory (‘‘ VMI’’) arrangements with
certain overseas customer in 2025, under which a pr e-agreed quantity of fi nished goods, jointly
determined with the relevant customer by ref erence to its near-term demand forecasts and
consumption schedules, was stored in proximity t o customer’s production facilities to ensure
continuity of supply for customer’s production operations, with revenue recognised only upon
formal customer acceptance.
We closely monitor our inventory levels to mainta in a reasonable level in response to changes in
customer demand and fluctuations of raw material prices. As at 31 December 2023, 2024 and 31
December 2025, our provision for impairment o f inventories amounted to RMB43.1 million,
RMB45.7 million and RMB65.2 million, respectivel y, primarily relating to inventories that are
obsolete, slow-moving or no longer recoverable or suitable for use in production.
We believe that the existing provisions for impai rment of inventories are sufficient and that
there are no impairment issues with respect to our inventories. We measure inventories at the lower
of cost and net realizable value, and we assess the carrying value of inventories at each reporting date
on a product-by-product basis, taking into account aging profile, latest market prices, current
market conditions and customer-specific risk fact ors. The increase in inventories aged over one year
from RMB42.2 million as at 31 December 2024 to RMB141.0 million as at 31 December 2025 was
primarily attributable to (i) the inventories associa ted with a customer that experienced deteriorating
operating conditions in 2024, for which full impai rment provision had been recognised in 2024; (ii) a
slowdown in turnover of certain product models due to changes in end-market demand and customer
product iteration cycles, with such inventories continuing to be consumed or sold in the ordinary
course of business; and (iii) strategic forward procurement of raw materials to secure supply
continuity and lock in favorable input costs ahead of anticipated production requirements. We
conducted a detailed product-by-product impai rment assessment of all inventories aged over one
FINANCIAL INFORMATION
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year, as a result of which all inventories for which impairment indicators were identified have been
either fully provisioned or written off, with the c umulative provision of RMB65.2 million as at 31
December 2025; the remaining i nventories aged over one year not subject to provision have been
assessed as recoverable or suitable for use in production.
The table below sets forth an ageing analysis o f our inventories as at the dates indicated.
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
W i t h i no n ey e a r.................................. 4 0 1 , 8 0 8 5 2 1 , 5 5 7 6 8 6 , 6 0 1
O v e ro n ey e a r .................................... 3 8 , 1 4 2 4 2 , 1 6 5 1 4 1 , 0 1 1
Total .......................................... 439,950 563,722 827,612
The table below sets forth our average inventory turnover days for the years indicated.
Year ended 31 December
2023 2024 2025
Average inventory turnover days (1) ..................... 8 0 . 7 7 2 . 6 7 9 . 5
Note:
(1) Average turnover days of inventory is calculated based on the average balance of inventory divided by cost of sales for
the relevant year and multiplied by the number of days during such period. Average balance of inventory is calculated
by dividing the sum of inventory at the beginning and the end of the year by two.
Our average inventory turnover days remained generally stable at 80.7 days, 72.6 days and 79.5
days in 2023, 2024 and 2025, respectively.
As at 30 April 2026, RMB742.4 million, or 97.4% of our inventories as at 31 December 2025
had been sold or consumed subsequently.
Trade and Notes Receivables
Our trade and notes receivables primarily cons isted of the amounts due from customers for our
products in the ordinary course of business.
The table below sets forth the details of our trade and notes receivables as at the dates
indicated.
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
T r a d er e c e i v a b l e s ................................. 1 , 6 3 6 , 2 7 9 2 , 1 2 0 , 3 7 1 1 , 9 3 2 , 0 4 8
N o t e sr e c e i v a b l e s ................................. 1 8 0 , 1 4 3 3 5 9 , 1 5 4 5 9 3 , 6 0 3
L e s s :a l l o w a n c ef o ri m p a i r m e n t ....................... ( 4 3 , 1 7 3 ) ( 1 0 3 , 4 6 9 ) ( 4 5 , 5 9 2 )
Total .......................................... 1,773,249 2,376,056 2,480,060
Our trade and notes receivables increased by 34.0% to RMB2,376.1 million as at 31 December
2024, primarily due to an increase in trade receivables, which was in line with our revenue growth.
Our trade and notes receivables remained relativ ely stable at RMB2,376.1 million as at 31 December
2024 and RMB2,480.1 millio n as at 31 December 2025.
Our allowance for impairment increased fr om RMB43.2 million as at 31 December 2023 to
RMB103.5 million as at 31 December 2024, primarily due to (i) our full provision for trade
receivables of RMB50.0 million in 2024 relating to one customers experienced deterioration of
operating conditions, and (ii) an increase in use o f commercial acceptance bills with higher credit
risk by our customers.
FINANCIAL INFORMATION
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The table below sets forth an ageing analysis of o ur trade receivables as at the dates indicated.
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
W i t h i no n ey e a r.................................. 1 , 6 0 7 , 7 4 3 2 , 0 7 7 , 9 7 6 1 , 8 9 8 , 1 4 2
O v e ro n ey e a rb u tw i t h i nt w oy e a r s .................... 7 , 6 7 5 2 3 , 6 8 7 8 , 6 2 4
O v e rt w oy e a r sb u tw i t h i nt h r e ey e a r s ................... 4 , 7 4 4 1 , 2 3 2 7 , 3 2 5
O v e rt h r e ey e a r s.................................. 1 6 , 1 1 7 1 7 , 4 7 6 1 7 , 9 5 8
Total .......................................... 1,636,279 2,120,371 1,932,049
We generally grant credit periods within 180 day s to our customers. We seek to maintain strict
control over our outstanding receivables. Over due balances are reviewed regularly by senior
management. For trade and notes receivables, we apply a simplified approach in calculating ECL
and recognise a loss allowance based on lifetime ECL at the end of each reporting period for the
Track Record Period. In calculating the ECL, we h ave established a provision matrix that is based
on our historical credit loss experience and external indicators, adjusted for forward-looking factors
specific to the debtors and the economic environment. See Note 3.2 of the Accountants’ Report in
Appendix I to this prospectus.
We believe there is no recoverability issue for our trade receivables based on the following: (i)
we have made sufficient provisio n for trade receivables; (ii) our evaluation of the good reputation
and historical credit standing of our customers; (iii) our purchase of trade receivable insurance based
on our assessment of recovery condition; and (iv) our measures to ensure the recovery of overdue
receivables. These include close monitoring of lon g-aged receivables, maintaining regular updates on
collection status, and actively engaging with cust omers regarding payment schedules and overdue
balances.
The table below sets forth our average trade and notes receivables turnover days for the periods
indicated.
Year ended 31 December
2023 2024 2025
Average trade and notes receivables turnover days (1) . . . . . . . . 204.4 223.6 224.1
Note:
(1) Average turnover days of trade and no tes receivables is calculated based on the average balance of trade and notes
receivables divided by revenue for the relevant year and multiplied by the number of days during such period. Average
balance of trade and notes receivables i s calculated by dividing the sum of trade and notes receivables at the beginning
and the end of the year by two.
Our average trade and notes receivables turnover days increased from 204.4 days in 2023 to
223.6 days in 2024, primarily due to ( i) longer customer acceptance cycles resulting from our product
iterations and upgrades in line with our business gr owth, as updated products typically require more
thorough customer testing and validation prior to payment; and (ii) prolonged customer payment
cycles, as intensified market competition for ba ttery separator industry has strengthened the
bargaining power of leading downstream customers, resulting of granting of extended credit terms to
key customers. In addition, the increased portion o f notes receivables as a settlement instrument by
our customers has extended the collection perio d as commercial accepta nce bills typically carry
maturities of three to six months from issuance. Our average trade and notes receivables turnover
days remained relatively stable at 223.6 days in 2024 and 224.1 days in 2025.
As at 30 April 2026, RMB1,477.5 million, or 59.6% of our trade and notes receivables as at 31
December 2025, had been subsequently received.
FINANCIAL INFORMATION
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Trade and Notes Payables
Our trade and notes payables primarily represen ted payables to our suppliers for raw materials.
During the Track Record Period, our trade payables w ere non-interest bearing and the credit terms
offered to our Group were generally within 90 days.
The table below sets forth our trade and notes payables as at the dates indicated.
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
T r a d ep a y a b l e s ................................... 3 3 8 , 6 3 1 4 1 1 , 6 6 7 4 5 2 , 5 0 1
N o t e sp a y a b l e s ................................... 1 3 9 , 8 2 3 1 2 0 , 6 1 4 2 1 7 , 1 9 8
Total .......................................... 478,454 532,281 669,699
Our trade and notes payables increased by 11.3% from RMB478.5 million as at 31 December
2023 to RMB532.3 million as at 31 December 2024 and further increased by 25.8% to RMB669.7
million as at 31 December 2025, primarily due to an i ncrease in procurement of raw materials to
meet increasing customer demand.
The table below sets forth an ageing analysis of o ur trade payables as at the dates indicated.
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
W i t h i no n ey e a r.................................. 3 3 1 , 4 2 7 4 0 1 , 2 7 8 4 4 2 , 0 1 9
O v e ro n ey e a rb u tw i t h i nt w oy e a r s .................... 6 , 3 2 4 7 , 4 1 8 7 , 1 4 2
O v e rt w oy e a r sb u tw i t h i nt h r e ey e a r s ................... 6 0 8 2 , 3 4 9 1 , 3 5 6
O v e rt h r e ey e a r s.................................. 2 7 2 6 2 2 1 , 9 8 4
Total .......................................... 338,631 411,667 452,501
The table below sets forth the average trade a nd bills payables turnover days for the years
indicated.
Year ended 31 December
2023 2024 2025
Average trade and notes payables turnover days (1) .......... 1 0 9 . 9 7 3 . 1 6 8 . 7
Note:
(1) Average turnover days of trade and notes payables is calculated based on the average balance of trade and notes
payables divided by cost of sales for the relevant year and mu ltiplied by the number of days during such period. Average
balance of trade and notes payables is c alculated by dividing the sum of trade and notes payables at the beginning and
the end of the year by two.
Our average trade and notes payables turnover days decreased from 109.9 days in 2023 to 73.1
days in 2024 and further decre ased to 68.7 days in 2025, primarily because we streamlined our
procurement payment process.
As at 30 April 2026, RMB390.6 million, or 58. 3% of our trade and notes payables as at 31
December 2025, had been subsequently paid.
FINANCIAL INFORMATION
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Other Payables and Accruals
Our other payables and accruals primarily comprise (i) payables for acquisition of non-current assets,
(ii) deferred government grants, (iii) settlement expenses for litigation, representing fees under our settlement
agreement with a competitor who sued us for alleged infringement, illegal acquisition of trade secrets and
unfair competition, (iv) endorsed notes receivable that have not been derecognized and not yet due, (v)
employee benefits payables, (vi) accrued listing expense, (vii) deposits received, representing
construction guarantee deposits, (viii) other t ax payables, and (ix) repurchase obligation for
restricted shares. The following table sets forth a breakdown of our other payables and accruals as at
the dates indicated.
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Payables for acquisition of non-current a ssets . . . . . . . . . . . . . 577,786 1,110,936 692,736
D e f e r r e dg o v e r n m e n tg r a n t s .......................... 4 5 3 , 9 2 0 4 7 5 , 4 5 8 4 7 2 , 2 0 2
S e t t l e m e n te x p e n s e sf o rl i t i g a t i o n...................... 1 0 7 , 6 5 7 — —
Endorsed notes receivable that have not been derecognized and
n o ty e td u e .................................... 6 5 , 5 1 2 1 6 0 , 3 5 0 1 9 5 , 3 9 9
E m p l o y e eb e n e f i t sp a y a b l e s.......................... 5 6 , 2 6 0 6 1 , 8 5 5 8 5 , 0 3 9
A c c r u e dl i s t i n ge x p e n s e............................. — — 3 , 1 8 6
D e p o s i t sr e c e i v e d ................................. 2 1 , 5 7 7 1 5 , 0 0 4 1 5 , 5 7 0
O t h e rt a xp a y a b l e s................................ 2 7 , 6 1 6 1 6 , 2 6 4 1 5 , 4 6 4
R e p u r c h a s eo b l i g a t i o nf o rr e s t r i c t e ds h a r e s............... 3 7 , 7 8 1 1 2 , 4 5 6 —
O t h e r s ......................................... 2 7 , 8 5 4 2 8 , 6 5 0 8 , 1 2 4
Total .......................................... 1,375,963 1,880,973 1,487,720
Our other payables and accruals increase d by 36.7% from RMB1,376.0 million as at 31
December 2023 to RMB1,881.0 million as at 31 December 2024, primarily due to (i) an increase in
payables for acquisition of non-current assets for manufacturing bases, and (ii) an increase in
endorsed notes receivable we used to settle payment s with suppliers that have not been derecognized
and not yet due.
Our other payables and accruals decrease d by 20.9% from RMB1,881.0 million as at 31
December 2024 to RMB1,487.7 million as at 31 D ecember 2025, primarily due to a decrease in
payables for acquisition of non-c urrent assets as a result of the settlement with construction and
equipment suppliers as the constructio n of our manufacturing base progressed.
As at 30 April 2026, RMB338.3 million, or 22.7% of our other payables and accruals as at 31
December 2025, had been subsequently paid.
INDEBTEDNESS
The following table sets forth the breakdown of our indebtedness as at the dates indicated.
As at 31 December
As at
30 April
2023 2024 2025 2026
RMB’000 RMB’000 RMB’000 RMB’000
(unaudited)
Current
Borrowings . . . . . . . . . . . . . . . . . . . . . . . 2,598,947 4,105,067 5,748,288 5,832,203
L e a s el i a b i l i t i e s ..................... 3 , 8 6 2 1 8 , 6 4 6 2 4 , 1 0 2 2 7 , 2 4 6
Non-current
Borrowings . . . . . . . . . . . . . . . . . . . . . . . 3,411,636 6,278,987 6,361,445 7,481,882
Lease liabilities. . . . . . . . . . . . . . . . . . . . . 37,134 299,858 281,768 265,307
Total ............................ 6,051,579 10,702,558 12,415,603 13,606,638
Borrowings
As at 31 December 2023, 2024 and 2025, our Gro up had borrowings of RMB6,010.6 million,
RMB10,384.1 million and RMB12,109.7 million, respectively, while eff ective interest rates range of
2.40% to 4.25%, 2.28% to 5.59% and 1.96% to 4.14% per annum, respectively.
FINANCIAL INFORMATION
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The table below sets forth the breakdown our borrowings as at the dates indicated.
As at 31 December
As at
30 April
2023 2024 2025 2026
RMB’000 RMB’000 RMB’000 RMB’000
(unaudited)
Current
Secured borrowing:
Short-term bank borrowings . . . . . . . . . . . . . . . . . — — 29,999 —
Advance from banks on discounted notes recei vables 1,418,330 2,509,090 2,350,997 1,512,324
Current portion of long-term bank borrowings . . . . 639,686 607,622 1,300,970 1,259,405
Current portion of long-term other borrowings . . . . — — 171,747 195,597
Unsecured borrowing:
Short-term bank borrowings . . . . . . . . . . . . . . . . . 328,931 752,870 1,637,146 2,226,552
Current portion of long-term bank borrowings . . . . 212,000 134,000 190,050 638,325
Current portion of long-term other borrowings . . . . — 101,485 67,379 —
Non-current
Secured borrowing:
Non-current portion of long-term bank borrow ings . 2,843,824 5,518,518 4,213,109 5,434,901
Non-current portion of long-term ot her borrowings . — — 609,987 626,123
Unsecured borrowing:
Non-current portion of long-term bank borr owings . 80,000 279,000 1,112,298 991,058
Non-current portion of long-term other bo rrowings . 487,812 481,469 426,051 429,800
Total .................................. 6,010,583 10,384,054 12,109,733 13,314,085
Our secured borrowings were mainly secured by bank deposits and time deposits, trade and
notes receivable, property, plant and equipment and prepaid land lease payments. See Note 30 of the
Accountants’ Report in Appe ndix I to this prospectus.
Our bank borrowings contain standard terms, co nditions and covenants that are customary for
commercial bank loans. We also undertake financ ial covenants that requ ire us to meet certain
financial ratio requirements, such as debt ratio, interest coverage ratio and net cash flow, in our
agreements. Our Directors confirm that we did not experience any difficulty in obtaining
borrowings, default in payments of borrowings, or breach of covenants and we did not experience
any difficulty in obtaining additional debt or equity financing due to any breaches during the Track
Record Period and up to the Latest Practicable Date.
Our advances from banks on discounted notes receivable mainly represented (i) the note
receivables and letters of credit discounted to bank s, and (ii) factoring financing borrowings, mainly
arising from intragroup transactions among mem bers of the Group, which were eliminated in full on
consolidation.
Our advances from banks on discounted notes re ceivables increased from RMB1,418.3 million
as at 31 December 2023 to RMB2,509.1 million as at 3 1 December 2024, primarily to support our
operation. Our advances from banks to discounted notes receivables remained relatively stable at
RMB2,509.1 million in 2024 and RMB2,3 51.0 million in 2025, respectively.
Our other borrowings primarily comprised (i) finance leases, arising from our sale and
leaseback arrangements for produ ction equipment, and (ii) equity investments from third-party
investors in certain of our subsidiaries with share repurchase options upon the investors’ request.
As at 30 April 2026, the total bank facilities were RMB15,889.4 million, of which RMB9,552.4
million were utilised and RMB6,337.0 million remained available.
Since 30 April 2026 and up to the Latest Practicable Date, we incurred additional bank
borrowings of RMB86.0 million.
FINANCIAL INFORMATION
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Lease Liabilities
During the Track Record Period, our lease liabilities were p rimarily in relation to our leased
properties and buildings used in our operation s. Our lease liabilities increased from RMB41.0
million as at 31 December 2023 to RMB318.5 millio n as at 31 December 2024, primarily due to an
increase in leased properties and building for pr oduction and operations. Our lease liabilities
remained relatively stable at RMB318.5 millio n as at 31 December 2024 and RMB305.9 million as at
31 December 2025, respectively.
Indebtedness Statement
As at the Latest Practicable Date, other than as disclosed above, we did not have any other
borrowings, charges, mortgages, debentures or debt securities issued or outstanding, or authorised
or otherwise created but unissued, or other similar i ndebtedness, hire purc hase and finance lease
commitments, liabilities under accep tance, acceptance credits, an y guarantees or other material
contingent liabilities. Other than disclosed ab ove, we did not have any material covenants and
undertakings on outstanding debts, guarantees, pledge of key assets or other contingent obligations,
and breaches during the Track Record Peri od and up to the Latest Practicable Date.
Other than disclosed above, since 30 April 2026 and up to the date of this prospectus, the
Directors confirm that, there had not been any material change in our indebtedness and contingent
liabilities.
KEY FINANCIAL RATIOS
The following table sets forth our key financial ratios as at the dates or for the years indicated:
As at/Year ended 31 December
2023 2024 2025
Gross profit margin (1) .............................. 4 3 . 3 % 2 8 . 1 % 2 1 . 7 %
N e tp r o f i tm a r g i n(2) ............................... 1 9 . 9 % 1 0 . 6 % 3 . 5 %
Return on equity (3) ................................ 6 . 4 % 3 . 7 % 1 . 4 %
Current ratio (4) ................................... 1 . 8 1 . 2 0 . 8
Liability-to-asset ratio (5) ............................ 4 4 . 5 % 5 6 . 9 % 5 9 . 1 %
Gearing ratio (6) .................................. 6 0 . 8 % 1 0 7 . 3 % 1 2 2 . 4 %
Interest coverage ratio (7) ............................ 8 . 4 4 . 1 1 . 6
Notes:
(1) Gross profit margin was calculated based on gross pro fit divided by revenue for the respective year/period and
multiplied by 100%.
(2) Net profit margin was calculated based on net profit divided by revenue for the respective year/period and multiplied by
100%.
(3) Return on equity was calculated based on net profit of t he respective year, divided by the arithmetic mean of the
opening and closing balances of tot al equity and multiplied by 100%.
(4) Current ratio was calculated based on t he total current assets divided by the to tal current liabilities as at the relevant
dates.
(5) Liability-to-asset ratio was calculated based on total li abilities divided by total asset s as of the relevant dates and
multiplied by 100%.
(6) Gearing ratio equals total debt, including total borrowings a nd lease liabilities, for the period divided by total equity for
the period and multiplied by 100%.
(7) Interest coverage ratio represents profit before finance costs (expensed only) and income tax divided by finance costs
(expensed only) for the relevant period.
Gross Profit Margin
See ‘‘— Results of Operations ’’ for a discussion of the factors affecting our gross profit margin
during the Track Record Period.
Net Profit Margin
See ‘‘— Results of Operations ’’ for a discussion of the factors affecting our net profit margin
during the Track Record Period.
FINANCIAL INFORMATION
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Return on Equity
Our return on equity decreased from 6.4% in 2023 to 3.7% in 2024, and further decreased to
1.4% in 2025, primarily due to a decrease in net profit.
Current Ratio
Our current ratio decreased from 1.8 as at 31 December 2023 to 1.2 as at 31 December 2024 and
further decreased to 0.8 as at 31 December 2025, pr imarily due to an increase in borrowings mainly
for construction of manufacturing bases.
Liability-to-asset Ratio
Our liability-to-asset ratio increased fro m 44.5% as at 31 December 2023 to 56.9% as at 31
December 2024, and further increased to 59.1% as at 31 December 2025, primarily due to an increase
in borrowings mainly for construction of manufacturing bases.
Gearing Ratio
Our gearing ratio increased from 60.8% as at 31 December 2023 to 107.3% as at 31 December
2024, and further increased to 122.4% as at 31 December 2025, primarily due to an increase in
borrowings to support the construction of our manufacturing bases and supplement our working
capital.
Interest Coverage Ratio
Our interest coverage ratio decreased from 8.4 in 2023 to 4.1 in 2024 and further decreased to
1.6 in 2025, primarily due to (i) a decrease in profit before finance costs and income tax expenses
resulting from an increase in cost of sales and (ii) an increase in finance costs resulting from an
increase in interest expense on bank borrowings.
RELATED PARTY TRANSACTIONS
Our Directors confirm that each of the related party transactions set out in Note 39 of the
Accountant’s Report in Appendix I to this prospectus were conducted on arm’s length basis and on
normal commercial terms, which are considered fair, reasonable and in the interest of our
Shareholders as a whole.
For details of such transactions, please see No te 39 of the Accountants Report in Appendix I to
this prospectus.
CAPITAL EXPENDITURES
Our capital expenditure primarily consisted o f (i) payment and prepayment for purchase of
property, plant and equipment related to the construction of our manufacturing bases, (ii) purchase
of intangible assets, and (iii) additions to right-o f-use assets. The table below sets forth our capital
expenditures for the periods indicated.
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Payment and prepayment for purchase of property, plant and
e q u i p m e n t .................................... 3 , 9 5 0 , 7 2 6 4 , 5 4 8 , 5 7 0 3 , 7 3 7 , 3 2 2
P u r c h a s eo fi n t a n g i b l ea s s e t s ......................... 2 9 3 4 , 0 5 8 1 6 , 0 3 8
A d d i t i o n st or i g h t - o f - u s ea s s e t s ....................... 2 5 8 , 7 5 0 — 2 7 , 5 6 6
Total .......................................... 4,209,769 4,552,628 3,780,926
Our capital expenditures were RMB4,209. 8 million, RMB4,552.6 million and RMB3,780.9
million in 2023, 2024 and 2025, respectively. We plan to finance such capital expenditures through
cash generated from our operations, bank loans and the net proceeds from the Global Offering. Our
actual capital expenditures may differ from the amounts set forth above due to various factors,
including our future cash flows, results of operations and financial condition.
FINANCIAL INFORMATION
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CAPITAL COMMITMENTS
As at 31 December 2023, 2024 and 2025, our cap ital commitments amounted to RMB3,517.0
million, RMB4,780.6 million and RMB2,169.5 million, pr imarily related to the construction of our
manufacturing bases.
CONTINGENT LIABILITIES
Save as disclosed in Note 7 of the Accountants’ Report in Appendix I to this prospectus, as at
31 December 2023, 2024 and 2025, we did not have any o ther material contingent liabilities. As at the
Latest Practicable Date, there have been no m aterial changes to our contingent liabilities.
OFF-BALANCE SHEET ARRANGEMENTS
As at the Latest Practicable Date, we did not e nter into any off-balance sheet transactions or
arrangements.
DISCLOSURE ABOUT FINANCIAL RISK
We are exposed to various types of financial risks in the ordinary course of our business,
including foreign currency risk, price risk, intere st rate risk, credit risk and liquidity risk. For more
information, please see Note 42 of the Accounta nts’ Report in Appendix I to this prospectus.
Foreign Currency Risk
Foreign currency risk refers to the risk that th e fair value or future cash flows of a financial
instrument will fluctuate because of changes in foreign exchange rates.
Price Risk
We are exposed to equity price risk mainly arising from listed equity investments held by us
that are classified as FVTPL. To manage its price ri sk arising from investments, we diversify our
portfolio. Diversification of the portfolio is do ne in accordance with the limits set by us. Each
investment is managed by senior man agement on a case-by-case basis.
Interest rate risk
Our interest rate risk primarily arises from long -term interest-bearing borrowings, corporate
bonds and lease liabilities. Long-term borrowings issued at variable rates expose us to cash flow
interest rate risk. Long-term borrowings issued at fi xed rates, corporate bonds and lease liabilities
bearing fixed rates expose us to f air value interest rate risk.
We have been monitoring the level of interest rates. The increase in the interest rates will
increase the interest costs of borrowings at variable rates, which will further impact our
performance.
Credit risk
Credit risk refers to the risk that the counterp arty to a financial instrument would fail to
discharge its obligation under the terms of the fin ancial instrument and cause a financial loss. Our
exposure to credit risk mainly arises from granting credit to customers in the ordinary course of our
operations and from our investing activities.
Our maximum exposure to credit risk is represented by the carrying amount of each financial
asset measured at amortised cost and trade and not es receivables measured at FVTOCI as disclosed
in Note 42 of the Accountants’ Report in Appendix I to this prospectus. We do not hold any
collateral or other credit enhancements to cover our credit risks associated with its financial assets.
Liquidity risk
We aim to maintain sufficient cash and cash eq uivalents. Due to the dynamic nature of the
underlying businesses, we maintain flexibility in funding by maintaining adequate balances of such.
FINANCIAL INFORMATION
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DIVIDEND POLICY
In determining the level of divid ends, our Board takes into account a range of factors, including
our industry characteristics, business development stage, business model, profitability level, capital
requirements for our business operations and expansion, and any other factors that our Board may
deem relevant. On the basis of these considerations, in principle, we intend to distribute dividends in
cash. While we do not maintain a fixed dividend payout ratio, our Board is committed to providing
reasonable and sustainable returns to our Shareholders. Subject to PRC laws and regulations,
including the PRC Company Law ( 《中華人民共和國公司法》) and the No.3 Guideline for the
Supervision of Listed Companies — Cash Dividen d Distribution of Listed Companies (2025) ( 《上市
公司監管指引第3號 — 上市公司現金分紅（2025 年）》), and Articles 168 through 175 of the Articles of
Association, in principle, we shall distribute dividends in cash. The profit distributed in cash in any
single year shall not be less than 10% of the distri butable profit realised for that year. Within any
three consecutive years, our distributed cumulati ve profits in cash shall not be less than 30% of the
average distributable profits realised in the lates t three years. The specific dividend ratios shall be
determined by our Board according to relevant regulations and our operating conditions, and shall
be approved at our general meeting.
Although currently we do not have a formal dividend policy, any future plan to pay dividends
will be made at the discretion of our Board of Directors subject to approval of our Shareholders and
the compliance with our Articles of Association a nd relevant regulatory requirement. Even if we
decide to pay dividends, the form, frequency and amount may be based on a number of factors,
including our future operations and earnings, capital requirements and surplus, general financial
condition, contractual restrictions and other factors that the Board of Directors may deem relevant.
During the Track Record Period, we declared and paid dividends to our Shareholders as
follows:
Y e a re n d e d3 1D e c e m b e r
2023 2024 2025
RMB’000 RMB’000 RMB’000
F i n a ld i v i d e n d s ......................................... 1 2 7 , 9 3 1 2 9 5 , 3 8 2 6 6 , 5 9 5
Subsequent to 31 December 2025, our Directors proposed a final dividend in respect of the year
ended 31 December 2025, amounting to approximately RMB13,259 thousand in aggregate, which
was subsequently settled in May 2026.
PROPERTY INTERESTS AND VALUATION OF PROPERTIES
Knight Frank Petty Limited, an i ndependent qualified p roperty valuer, va lued our selected
property interests as at 30 April 2026 at RMB419. 0 million. Details of the valuation are summarised
in Appendix III to this prospectus. The following ta ble sets out the reconciliation between the net
carrying amount of the property as of 31 December 2025 as extracted from the Accountants’ Report
in Appendix I to this document and the property valuation report as set out in Appendix III to this
document as at 30 April 2026 :
RMB’000
N e tc a r r y i n ga m o u n to ft h es u b j e c tp r o p e r t ya so f3 1D e c e m b e r2 0 2 5 ......... 3 3 2 , 7 2 0
A d d :C h a n g e si nf a i rv a l u e ....................................... 8 6 , 2 8 0
Valuation of the subject property as at 30 April 2026, as set out in Appendix III . 419,000
DISTRIBUTABLE RESERVES
As at 31 December 2025, we had retained ea rnings of RMB2,010.8 million under IFRS
Accounting Standards, as reserves available for distribution to our shareholders.
FINANCIAL INFORMATION
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LISTING EXPENSES
Listing expenses represent professional fees , underwriting commission and fees incurred in
connection with the Listing and the Global Offe ring. Our listing expenses are estimated to be
approximately HK$79.9 million (incl uding underwriting commission), accounted for 5.9% of the
gross proceeds of the Global Offering, assuming that an Offer Price of HK$8.98 per Share, among
which, approximately HK$73.6 million is directly a ttributable to the issuance of Shares and will be
charged to equity upon completion of the Listin g, and approximately HK$6.3 million has been or
will be charged to our consolidated statement of comprehensive income. The listing expenses we
expect to incur would consist of (i) approximate ly HK$40.4 million underwriting related expenses
and fees (including underwriting commissions, SF C transaction levy, Stock Exchange trading fee
and AFRC transaction levy), and (ii) approxima tely HK$39.5 million non-underwriting-related
expenses and fees (including (a) fees and expense s of legal advisers and accountants of approximately
HK$26.8 million and (b) other fees and expenses of HK$12.7 million).
The listing expenses above are the latest practic able estimate for reference only, and the actual
amount may differ from this estimate.
DISCLOSURE REQUIRED UNDER THE LISTING RULES
The Directors have confirmed that as at the La test Practicable Date, they were not aware of
any circumstances that would give rise to a disclo sure requirement under Rules 13.13 to Rules 13.19
of the Listing Rules.
UNAUDITED PRO FORMA ADJUSTED NET TANGIBLE ASSETS
Please refer to ‘‘ Unaudited Pro Forma Financial Information ’’ set out in Appendix II to this
prospectus.
RECENT DEVELOPMENT AND NO MATERIAL ADVERSE CHANGE
At the 23rd meeting of the Board of Directors held on 24 March 2026, the Company approved
the proposal on the registration and issuance of Science and Technology Innovation Bonds. The
Company intends to apply to the National Associat ion of Financial Market In stitutional Investors
(NAFMII) for registration to issue Science and Technology Innovation Bonds with an aggregate
principal amount not ex ceeding RMB1.5 billion. The Company will determine the timing and
frequency of issuance (whether in a single tranche or multiple tranches) within the registered amount
and validity period based on its actual funding re quirements and prevailing market conditions. The
final registered amount shall be as specifie d in the registration notice issued by NAFMII.
The Directors confirm that, up to the date of this prospectus, there has been no material
adverse change in our financial or trading position since 31 December 2025, and there is no event
since 31 December 2025 which would materially a ffect the information shown in the Accountants’
Report in Appendix I to this prospectus.
Unaudited Financial Information for the Three Months Ended 31 March 2026
For a description of our unaudited financial information for the three months ended 31 March
2026, please refer to ‘‘Summary — Recent Dev elopment and No Material Adverse Change —
Unaudited Financial Information for the Three Months Ended 31 March 2026.’’
FINANCIAL INFORMATION
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FUTURE PLANS
See ‘‘Business — Our Growth Strategies ’’ for a detailed description of our future plans.
USE OF PROCEEDS
Assuming the Offer Price is HK$8.98 per Offe r Share, after deducting underwriting
commissions, fees, and estimated e xpenses payable by us in connec tion with the Global Offering,
we estimate that the net proceeds we receive from the Global Offering will be approximately
HK$1,262.9 million.
We intend to use the net proceeds for the following purposes, subject to adjustments based on
our ongoing business needs and changing market conditions:
. approximately 28.0%, or HK$353.6 million, is planned to be used for the research and
development of solid-state ba ttery related products, other functional membranes and
next-generation lithium-ion battery separator products. We believe such investment will
enhance our product offerings and better position us to capitalise on the future
opportunities.
o approximately 17.0%, or HK$214.7 million, of the net proceeds is planned to be
allocated for the research and developm ent of products related to solid-state
batteries, including, among others, the procurement of relevant R&D materials and
equipment, and the training of releva nt R&D personnel. We believe solid-state
batteries represent the future direction o f the battery industry and other related
industries. Through the above R&D effort s, we aim to further enhance our future
competitiveness through systematically de veloping solid-state battery materials,
solid-state electrolyte membrane and semi-so lid-state electrolyte separator, as well as
launching new products.
o approximately 6.0%, or HK$75.8 million, of the net proceeds is planned to be
allocated for the research and develo pment of other functional membranes,
including but not limited to gas separation membranes, heat exchange membranes,
cationic and anionic membranes and wa terproof and breathable membranes.
Specifically, the proceeds will be used fo r, among others, the construction of the
pilot production lines in Shenzhen, the pr o c u r e m e n to fr e l e v a n tR & Dm a t e r i a l sa n d
equipment and intellectual property-related costs. Through the above investment, we
intend to further strengthen our product o fferings in other functional membranes.
o approximately 5.0%, or HK$63.1 million, of the net proceeds is planned to be
allocated for the research and developmen t of next-generation lithium-ion battery
separator products. Specifically, we pla n to use the proceeds for the necessary
research and development equipment and ma terials, as well as the relevant testing
expenses. Through the above investment, we aim to seize the market opportunities
for high-performance and high-safety battery separators and meet the demands from
our leading customers.
. approximately 27.0%, or HK$341.0 million, of th e net proceeds is planned to be allocated
for the expansion of our overseas network, specifically for the construction of our
manufacturing bases in Malaysia and the U.S. According to Frost and Sullivan, there
exists a supply-demand gap in overseas mark ets due to limited local production capacity
for separators. As global adoption of EVs accelerates, we believe this supply shortfall
continues to drive strong international dem and. However, as geopolitical risks and the
threat of supply chain disruptions increase , overseas customers have actively sought
support from local separator suppliers. We be lieve our strategic international presence
and significant overseas production capacity position us well to serve the overseas
markets. By drawing on our extensive experie nce with leading international customers, we
are able to bridge the supply-demand gap, secure long-term relationships with key
customers and further strengthen our role in the global value chain, thereby enhancing
FUTURE PLANS AND USE OF PROCEEDS
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our global competitiveness. Taking the above into consideration, we plan to actively
expand our international presence through construction of the following overseas
facilities:
o approximately 12.0%, or HK$151.5 million, of the net proceeds is planned to be
allocated for the construction of our Malays ia manufacturing base, specifically for
the procurement of necessary equipment. See ‘‘ Business — Manufacturing — Planned
Manufacturing Facilities ’’ for details of our Malaysia manufacturing base. The total
investment for the Malaysia manufactur ing base is approximately HK$5,747.3
million, with a total construction period of approximately three years. The primary
raw materials for our Malaysian manufac turing base will be sourced from Chinese
Mainland and certain overseas countries, such as Korea. We expect minimal barriers
or additional costs for importing materials since there are relevant trade agreement
between Chinese Mainland and Malaysia, a member of the Association of Southeast
Asian Nations (ASEAN). We believe that this investment will incr ease our overseas
production capacity and thereby accelerate our overseas market penetration. As at
31 December 2025, approximately HK$3, 904.5 million has been invested in the
relevant construction. The additional funding required for the construction will be
sourced from the proceeds of the Global Depository Receipts (‘‘ GDR’’) issuance,
secured bank loans and funds raised privately through A-shares offerings.
o approximately 15.0%, or HK$189.4 million, of the net proceeds is planned to be
allocated for the construction of our U.S. manufacturing base, including the
construction of the relevant facilities, procurement of necessary equipment and
software, as well as the trial production s. We commenced the construction of our
U.S. manufacturing base in January 2025 in response to the anticipated increase in
demand in the U.S. battery separator market, driven by growth in new energy
vehicles and storage energy. See ‘‘ Business — Manufacturing — Planned
Manufacturing Facilities ’’ for details of our U.S. manufacturing base. The total
investment for the U.S. manufacturing ba se is approximately HK$1,041.2 million.
We expect to complete the constructio n and commence production by the end of
2026. The main raw materials, which are base films, are planned to be sourced from
Malaysia with very limited trade restricti ons affecting these imports into the US and
no expected changes to the Group’s cost structure. As of 31 December 2025,
approximately HK$715.8 million has been inve sted in the relevant construction. The
additional funding required for the const ruction will be sourced from the proceeds of
the GDR issuance and secured bank loans:
— approximately 10.5%, or HK$132.2 milli on, of the net proceeds is planned to
be allocated to the procurement of necessary equipment, including but not
limited to the coating equipment, slitti ng equipment and pulping equipment.
— approximately 2.7%, or HK$34.5 millio n, of the net proceeds is planned to be
allocated to the construction of the U.S. r elevant facilities, primarily consisting
of the cleanroom turnkey project payment.
— approximately 1.5%, or HK$19.5 millio n, of the net proceeds is planned to be
a l l o c a t e dt of u n dt h er e l e v a n ts i t er e n t a lc o s t s .S e e‘ ‘Business — Properties —
Leased Properties ’’ for details.
— approximately 0.3%, or HK$3.2 million, of the net proceeds is planned to be
invested in the SAP software, which i s a well-known enterprise resource
planning (ERP) software for business operations management and customer
relation maintenance, as well as in the production line commissioning.
FUTURE PLANS AND USE OF PROCEEDS
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. approximately 20.0%, or HK$252.6 million, i s planned to be used for investments in
companies specialising in new battery se parator materials and semiconductor to
strengthen our core technologies and establish a second growth curve through
broadening our product portfolio. In selecting potential acquisition targets, we will
apply both quantitative and qualitative criteria, focusing on (i)manufacturers within the
new materials and semiconductor sectors, (ii) entities with a proven track record of
industry-leading technological innovatio n, (iii) favourable geographic presence,
particularly in markets demonstrating strong growth potential or complementing our
existing operations, (iv) a scale of operation s conducive to meaningful synergies, and (v)
robust financial performance as evidence d by revenue growth, profitability, and
operational stability. According to Frost & S ullivan, while high-quality targets that
meet these criteria are limited due to the ni che and rapidly evolving nature of these
sectors, opportunities exist because emerging innovative companies continually enter the
market. In terms of investment approach, we p lan to retain flexibility by considering both
majority and minority equity s takes, acquired either thro ugh direct acquisitions or
collaborative arrangements, such as joint ventures or strategic partnerships, depending on
the suitability and negotiation outcome with specific target company. The proposed
investments are initially expected to increase the Group’s cost due to up-front outlays and
integration costs. However, over the medium to long term, these inve stments are intended
to enhance the Group’s operational efficiency, diversify revenue streams and enable
greater access to advanced technologies, which is anticipated to support sustainable cost
competitiveness and maintain overall cost dis cipline. As at the Latest Practicable Date, we
have not yet identified any suitable target for such investment.
. approximately 15.0%, or HK$189.4 million, is planned to be used for the repayment of
the fixed asset loan for our Sweden manufacturing base. In February 2024, we secured a
loan of €140 million from the China Merchants Bank Co., Ltd., Luxemburg with a
maturity period of five years. The interest rate is based on the six-month Euro Interbank
Offered Rate plus an additional 150 basis points. As at 31 December 2025, the principal
amount of €15 million has been repaid.
. approximately 10.0%, or HK$126.3 million, is planned to be allocated for general
working capital and general corporate purposes.
The above allocation of the net proceeds from the Global Offering will be adjusted on a pro
rata basis in the event that the Offer Price is fi xed at a lower level compared to the maximum Offer
Price stated in this prospectus.
If the net proceeds are insufficient to fund our development plans, we intend to make up the
shortfall through various means, including b ank financing and available cash reserves.
To the extent that the net proceeds from the Globa l Offering are not immediately required for
the above purposes and to the extent permitted by the relevant law and regulations, we will only
place the net proceeds from the Global Offering in short-term interest-bearing accounts at licensed
commercial banks and/or other authorised financi al institutions (as defined under the SFO or the
applicable laws and regulations in other jurisdi ctions). In the event that we require funds for the
aforementioned purposes and are unable to imm ediately access the net proceeds from the Global
Offering, we will utilise self-raised funds to meet the r elevant financial needs. These self-raised funds
will be subsequently reimbursed with the net proceeds once they become available.
If there are any actual changes to the intende d use of the aforementioned proceeds, we will
make appropriate announcements.
FUTURE PLANS AND USE OF PROCEEDS
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HONG KONG UNDERWRITERS
China Securities (International ) Corporate Finan ce Company Limited
Huatai Financial Holdings (Hong Kong) Limited
China International Capital Corpo ration Hong Kong Se curities Limited
ICBC International Securities Limited
Vast Harbour Securities Limited
CMBC Securities Company Limited
Jinluo Securities Limited
New Industrial Financial Holdings Limited
China Industrial Securities International Capital Limited
Futu Securities International (Hong Kong) Limited
Tiger Brokers (HK) Global Limited
UNDERWRITING ARRANGEMENTS AND EXPENSES
Hong Kong Public Offering
Hong Kong Underwriting Agreement
Pursuant to the Hong Kong Underwriting Agreement, our Company has agreed to offer the
Hong Kong Offer Shares for subscription by th e public in Hong Kong on and subject to the terms
and conditions of the Hong Kong Underwriting Agreement and this prospectus.
Subject to (a) the Stock Exchange 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 on the Main Board as
mentioned in this prospectus and such approval not having been withdrawn; and (b) certain other
conditions set out in the Hong Kong Underwriting A greement (including, among others, the Overall
Coordinators (for themselves and on behalf of th e Underwriters) and the Company, agreeing upon
the Offer Price), the Hong Kong Underwriters have agreed, severally but not jointly, to subscribe, or
procure subscribers to subscribe, for the Hong Ko ng Offer Shares which are being offered but are
not taken up under the Hong Kong Public Offering on the terms and subject to the conditions set out
in this prospectus and the Hong Kong Underwriting Agreement.
The Hong Kong Underwriting Agreement is conditional on and subject to, among other things,
the International Underwriting Agreement having been executed and becoming unconditional and
not having been terminated in accordance with its terms.
Grounds for Termination
The obligations of the Hong Kong Underwriters to subscribe or procure subscribers for the
Hong Kong Offer Shares under the Hong Kong Underwriting Agreement are subject to termination.
If at any time prior to 8 : 00 a.m. on the day that trading in the H Shares commences on the Stock
Exchange:
(1) there develops, occurs, exists or comes into force:
(a) any new law or regulation or any change or development involving a prospective
change or any event or series of events or circumstances likely to result in a change
or a development involving a prospective cha nge in existing laws or regulations, or
the interpretation or application thereof by any court or any competent Authority in
or affecting Hong Kong, the PRC, the United States, the United Kingdom, the
European Union (or any member thereof), Japan, Singapore, Malaysia, Sweden, or
other jurisdictions relevant to the Group or the Global Offering (each a ‘‘ Relevant
Jurisdiction ’’ and collectively, the ‘‘Relevant Jurisdictions ’’); or
UNDERWRITING
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(b) any change or development involving a prospective change, or any event or series of
events or circumstances likely to result i n a change or prospective change, in any
local, national, regional or international financial, political, military, industrial,
economic, fiscal, legal, regulatory, c urrency, 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 devaluati on of 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, co nditions and sentiments in stock and bond
markets, money and foreign exchange mar kets, the inter-bank markets and credit
markets) in or affecting any Relevant Jurisd ictions, or affecting an investment in the
Offer Shares; or
(c) any event or series of events, or circumstances in the nature of force majeure
(including, without limitation, any acts of g overnment, declaration of a regional,
national or international emergency or wa r, calamity, crisis, economic sanctions,
strikes, labor disputes, other industrial act ions, lock-outs, fire, explosion, flooding,
tsunami, earthquake, volcanic eruption, civil commotion, riots, rebellion, public
disorder, paralysis in government oper ations, acts of war, epidemic, pandemic,
outbreak or escalation, mutation or aggravation of infectious diseases, accident or
interruption or delay in transportation, loc al, national, regional or international
outbreak or escalation of hostilities (whet her or not war is or has been declared), act
of God or act of terrorism (whether or not responsibility has been claimed)) in or
affecting any of the Relevant Jurisdictions; or
(d) the imposition or declaration of any morat orium, suspension or limitation (including
without limitation, any imposition of or r equirement for any minimum or maximum
price limit or price range) on (i) the trading in shares or securities generally on the
Stock Exchange, the Shanghai Stock Ex change, the Shenzhen Stock Exchange
(including ChiNext), the Singapore Stoc k Exchange, the New York Stock Exchange,
the NASDAQ Global Market, the Londo n Stock Exchange or the SIX Swiss
Exchange; or (ii) the trading in any secur ities of the Company listed or quoted on a
stock exchange or an over-the-counter market; or
(e) the imposition or declaration of any gene ral moratorium on banking activities in or
affecting any of the Relevant Jurisdictio ns or any disruption in commercial banking
or foreign exchange trading or securities se ttlement or clearing services, procedures
or matters in or affecting any of the Relevant Jurisdictions; or
(f) other than with the prior written consent of the Sole Sponsor and the Sponsor-OC,
the issue or requirement to issue by the Company of a supplement or amendment to
the Prospectus or other documents in connection with the offer and sale of the Offer
Shares pursuant to the Companies (Wind ing up and Miscellaneous Provisions)
Ordinance or the Listing Rules or upon any requirement or request of the Stock
Exchange and/or the SFC; or
(g) the commencement by any authority o r other regulatory or political body or
organization of any public action or invest igation against a member of the Group or
a Director or a senior management member of the Company or announcing an
intention to take any such action; or
UNDERWRITING
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(h) the imposition of sanctions or export controls in whatever form, directly or
indirectly, on any member of the Group or by or on any Relevant Jurisdiction, or the
withdrawal of trading privileges whi ch existed on the date of the Hong Kong
Underwriting Agreement, in whatever form , directly or indirectly, by, or for, any
Relevant Jurisdiction; or
(i) any valid demand by creditors for payment or repayment of indebtedness of any
member of the Group or in respect of which any member of the Group is liable prior
to its stated maturity; or
(j) any non-compliance of this prospectus (or any other documents used in connection
with the contemplated offeri ng, allotment, issue, subscription or sale of any of the
Offer Shares), the letters, filings, corresp ondences, communications, documents,
responses, undertakings a n ds u b m i s s i o n sm a d eo rt ob em a d et ot h eC S R C( t h e
‘‘CSRC Filings ’’), or any aspect of the Global Offering with the Listing Rules or any
other applicable Laws; or
(k) any litigation, dispute, legal action or claim or regulatory or administrative
investigation or action being threatened, instigated or announced against any
member of the Group or any Director or s enior management members as named in
this prospectus; or
(l) any contravention by any member of the Group or any Director of the Listing Rules
or applicable laws and regulations; or
(m) any change or prospective change, or a materialization of, any of the risks set out in
‘‘Risk Factors ’’ in this prospectus; or
(n) an order or petition is presented for the winding-up or liquidation of any member of
the Group (other than the Company or a Principal Subsidiary), or any member of
the Group (other than the Company or a Principal Subsidiary) makes any
composition or arrangement with its creditors or enters into a scheme of
arrangement or any resolution is passed for the winding-up of any member of the
Group (other than the Company or a Principal Subsidiary) or a provisional
liquidator, receiver or manager is appointed over all or part of the assets or
undertaking of the Group as a whole or any thing analogous thereto occurs in respect
of the Group (other than the Company or a Principal Subsidiary),
which, in any such case individually or in the a ggregate, in the sole and absolute opinion
of the Sole Sponsor and the Sponsor-OC (for itself and on behalf of the other Hong Kong
Underwriters):
i. has or will or is likely to have a material adverse effect on the profits, losses, results
of operations, assets, liabilities, general a ffairs, business, management, performance,
prospects, shareholders’ equity, position or condition (financial, trading or
otherwise) of the Group, taken as a whole; or
ii. has or will or is likely to have a material adverse effect on the success of the Global
Offering or the level of applications under the Hong Kong Public Offering or the
level of indications of interest under the International Offering; or
iii. makes or will make or is likely to make it imp racticable, inadvisable, inexpedient or
incapable for any material part of the Ho ng Kong Underwriting Agreement, the
Hong Kong Public Offering or the Global Offering to be performed or implemented
as envisaged, or 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 m anner contemplated by the Offering
Documents (as defined in the Hong Kong Underwriting Agreement); or
UNDERWRITING
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iv. has or will or is likely to have the effect of making any part of the Hong Kong
Underwriting Agreement (in cluding underwriting) incapable of performance in
accordance with its terms or preventing the processing of applications and/or
payments pursuant to the Global Offering or pursuant to the underwriting thereof;
or
(2) there has come to the notice of the Sole Sponsor and the Sponsor-OC (for itself and on
behalf of the other Hong Kong Underwriters) that:
(a) any statement contained in any of the Offering Documents (as defined in the Hong
Kong Underwriting Agre ement), the CSRC Filings and/or any notices,
announcements, advertisements, communications or other documents issued or
used by or on behalf of the Company in connection with the Hong Kong Public
Offering (including any supplement or amendment thereto) (the ‘‘ Relevant
Documents ’’) (save and except for the names, l ogos, addresses and information in
relation to the licenses under the SFO of any of the Sole Sponsor and/or the Hong
Kong Underwriters) was, when it was issued, or has become untrue, incorrect,
inaccurate in any material respect or mis leading; or that any estimate, forecast,
expression of opinion, intention or expect ation contained in any such documents,
was, when it was issued, or has become unfa ir or misleading in any respect or based
on untrue, dishonest or unreasonable assumptions or given in bad faith; or
(b) any matter has arisen or has been discovered which would, had it arisen or been
discovered immediately before the date of this prospectus, constitute a material
omission or misstatement in any Relevant Document; or
(c) any breach of, or any event or circumstance rendering untrue or incorrect or
misleading in any respect, any of the repres entations, warranties and undertakings
given by the Company in the Hong Kong Underwriting Agreement or the
International Underwriting Agreement; or
(d) any event, act or omission which gives rise or is likely to give rise to any liability of
the Company pursuant to the indemnities in the Hong Kong Underwriting
Agreement; or
(e) any breach of any of the obligations or undertakings imposed upon the Company or
any cornerstone investor (as applicable) to the Hong Kong Underwriting
Agreement, the International Underw riting Agreement o r the cornerstone
investment agreements; or
(f) there is any change or development involv ing a prospective change, constituting or
having a material adverse effect on the profi ts, losses, results of operations, assets,
liabilities, general affairs, business, ma nagement, performance, prospects,
shareholders’ equity, position or condition (financial, trading or otherwise) of the
Group, taken as a whole; or
(g) that the chairman of the Board, any Director or any member of senior management
of the Company named in this prospectus s eeks to retire, or is removed from office
or vacating his/her office; or
(h) any Director or any member of senior management of the Company named in this
prospectus is being charged with an indictable offence or prohibited by operation of
law or otherwise disqualified from tak ing part in the management or taking
directorship of a company; or
(i) the Company withdraws this prospectus (and/or any other documents used in
connection with the subscription or sal e of any of the Offer Shares pursuant to the
Global Offering) or the Global Offering; or
UNDERWRITING
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(j) 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 pu rsuant to the Global Offering is refused
or not granted, other than subject to customary conditions, on or before the Listing
Date, or if granted, the approval is subsequently withdrawn, cancelled, qualified
(other than by customary conditions), revoked or withheld; or
(k) any person (other than the Sole Sponsor) has withdrawn its consent to the issue of
this prospectus with the inclusion of its rep orts, 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
(l) any prohibition on the Company for whatever reason from offering, allotting,
issuing or selling any of the Offer Share s pursuant to the terms of the Global
Offering; or
(m) an order or petition is presented for the winding-up or liquidation of the Company,
or a Principal Subsidiary, or the Company or a Principal Subsidiary makes any
composition or arrangement with its creditors or enters into a scheme of
arrangement or any resolution is passe d for the winding-up of the Company or a
Principal Subsidiary or a provisional liquidator, receiver or manager is appointed
over all or part of the assets or undertaking of the Company or a Principal
Subsidiary or anything analogous thereto occurs in respect of the Company or a
Principal Subsidiary; or
(n) (A) the notice of acceptance of the CS RC Filings issued by the CSRC and/or the
results of the CSRC Filings published o n the website of the CSRC is rejected,
withdrawn, revoked or invalidated; or (B) other than with the prior written consent
of the Sole Sponsor and the Sponsor-OC, the issue or requirement to issue by the
Company of a supplement or amendment t o the CSRC Filings pursuant to the Trial
Administrative Measures of Overseas Secu rities Offering and Listing by Domestic
Companies ( 《境內企業境外發行證券和上市管理試行辦法》), the Provisions on
Strengthening Confidentiality and Archi ves Administration of Overseas Securities
Offering and Listing by Domestic Companies ( 《關於加強境內企業境外發行證券和上
市相關保密和檔案管理工作的規定》) and the National Archives Administration of
the PRC and supporting guidelines issued by the CSRC, or upon any requirement or
request of the CSRC; or
(o) 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 sign ed with such cornerstone investors, have
been withdrawn, terminated or cancelled, or with respect to which the payment of
the relevant orders and/or investment c ommitment has not been received or settled
in the stipulated time and manner or otherwise,
then, in each case, the Sole Sponsor and the Sponsor-OC (for itself and on behalf of the other Hong
Kong Underwriters) may, in its sole and absolute di scretion and upon giving notice in writing to the
Company, terminate the Hong Kong Agreement with immediate effect.
UNDERWRITING
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Undertakings to the Stock Exchange Pursuant to the Listing Rules
Undertakings by our Company
Pursuant to Rule 10.08 of the Listing Rules, our Company has undertaken to the Stock
Exchange that no further Shares or securities convertible into equity securities of our Company
(including warrants or other convertible securities ) (whether or not of a class already listed) may be
issued or sold or transferred out of treasury or fo rm the subject of any agreement to such an issue, or
sale or transfer out of treasury within six months from the Listing Date (whether or not such issue of
Shares or securities of our Company, or sale or transfer of shares out of treasury will be completed
within six months from the Listing Date), except pursuant to the Global Offering or under any of the
circumstances provided under Rule 10.08 of the Listing Rules.
Undertakings pursuant to the Hong Kong Underwriting Agreement
Undertakings by our Company
Our Company has 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 Hong Kong Underwriters and the Capital Market Intermediaries that except
pursuant to the Global Offering, at any time after the date of the Hong Kong Underwriting
Agreement up to and including the date that is six months after the Listing Date (the ‘‘ First
Six-Month Period ’’), our Company will not, without the prior written consent of the Sole Sponsor
and the Sponsor-Overall Coordinator (for itself and on behalf of the other Hong Kong
Underwriters) and unless in compliance with the requirements of the Listing Rules:
(i) allot, issue, sell, accept subscription for, o ffer to allot, issue or sell, contract or agree to
allot, issue or sell, assign, 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 indir ectly, conditionally or unconditionally, or
repurchase, any legal or beneficial interest in the share capital or any other equity
securities of the Company or any interest in any of the foregoing (including, without
limitation, 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 share capital
or other equity securities of the Company, 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
(ii) 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 the Shares or any
other equity securities of the Company, or any interest in any of the foregoing (including,
without limitation, any securities convertib le into or exchangeable or exercisable for or
that represent the right to receive, or any w arrants or other rights to purchase, any
Shares); or
(iii) enter into any transaction with the same ec onomic effect as any transaction described in
(i) or (ii) above; or
(iv) offer to or agree to do any of the foregoing specified in (i), (ii) or (iii) above or announce
any intention to do so,
in each case, whether any of the foregoing transacti ons is to be settled by delivery of share capital or
such other equity securities, in cash or otherwise (whether or not the issue of such share capital or
other equity securities will be complete d within the First Six Month Period).
UNDERWRITING
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The Company further agrees that, in the event the Company is allowed to enter into any of the
transactions described in (i), (ii) or (iii) above or o ffers to or agrees to or announces any intention to
effect any such transaction during the period of six months commencing on the date on which the
First Six Month Period expires, it will take all r easonable steps to ensure that such an issue or
disposal will not, and no other act of the Compan y will, create a disorderly or false market for any
Shares or other equity securities of the Company.
Indemnity
We have agreed to indemnify, among others, the Sole Sponsor, the Sponsor-Overall
Coordinator, the Overall Coordinators, the Join t Global Coordinators, the Joint Bookrunners,
the Joint Lead Managers, the Hong Kong Underwriters and the Capital Market Intermediaries for
certain losses which they may suffe r, including, among others, losse s arising from the performance of
their obligations under the Hong Kong Underwri t i n gA g r e e m e n ta n da n yb r e a c hb yo u rC o m p a n yo f
the Hong Kong Underwriting Agreement.
The International Offering
International Underwriting Agreement
In connection with the International Offering, it is expected that our Company will enter into
the International Underwriting Agreement with the Sole Sponsor, the Sponsor-Overall Coordinator,
the Overall Coordinators and the International Und erwriters. Under the Inte rnational Underwriting
Agreement, subject to the conditions set forth th erein, the International Underwriters would
severally and not jointly agree to purchase, or pro cure purchasers to purchase, the Offer Shares
being offered pursuant to the International Offering (subject to, among others, any reallocation
between the International Offering and the Hong Kong Public Offering). It is expected that the
International Underwriting Agreement may b e terminated on similar gro unds as the Hong Kong
Underwriting Agreement. Potential investors are r eminded that in the event that the International
Underwriting Agreement is not entered into, or is terminated, the Global Offering will not proceed.
Commission and Expenses
Our Company will pay an underwriting commission of 1.0% of the aggregate Offer Price of all
the Offer Shares (the ‘‘ Fixed Fees ’’). Our Company may also in our sole and absolute discretion pay
all of the Underwriters an additi onal incentive fee in aggregate of 2.0% of the aggregate Offer Price
for all of the Offer Shares (the ‘‘ Discretionary Fees ’’). The ratio of the Fixed Fees and Discretionary
Fees payable is therefore approximately 33.3%: 66. 7% (on the basis that the Discretionary Fees will
be fully paid). For any unsubscribed Hong Kong Of f e rS h a r e sr e a l l o c a t e dto the International
Offering, we will pay an underwriting commission at the rate applicable to the International Offering
and such commission will be paid to the relevant Int ernational Underwriters and not the Hong Kong
Underwriters.
The aggregate commissions and fees, toget her with Stock Exchange listing fees, SFC
transaction levy of 0.0027%, Stock Exchange trading fee of 0.00565%, AFRC transaction levy of
0.00015%, legal and other professional fees and printing and all other expenses payable by us
relating to the Global Offering are currently es timated to amount in aggregate to approximately
HK$79.9 million (assuming an Offer Price of HK$8.98 per Offer Share, being the maximum Offering
Price stated in this prospectus).
INDEPENDENCE OF THE SOLE SPONSOR
The Sole Sponsor satisfies the independence crit eria applicable to sponsor set out in Rule 3A.07
of the Listing Rules.
UNDERWRITING
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UNDERWRITERS’ INTERESTS IN OUR COMPANY
Save as disclosed in this prospectus and save for the obligations under the Hong Kong
Underwriting Agreement and the Internation al Underwriting Agreement, as at the Latest
Practicable Date, none of the Underwriters has any shareholding or beneficial interests in any
member of our Group nor has any right or option (whether legally enforceable or not) to subscribe
for or purchase or to nominate persons to subscribe for or purchase securities in any member of our
Group nor any interest in the Global Offering.
Following the completion of the Global Offering, the Overall Coordinators and the
Underwriters and their affiliated companies may hold a certain portion of the H Shares as a
result of fulfilling their obligations under the Underwriting Agreement.
ACTIVITIES BY SYNDICATE MEMBERS
The underwriters of the Hong Kong Public Offeri ng and the International Offering (together,
the ‘‘Syndicate Members ’’) and their affiliates may each individu ally undertake a variety of activities
(as further described below) which do not form part of the underwriting process.
The Syndicate Members and their affiliates are diversified financial institutions with
relationships in countries around the world. T hese entities engage in a wide range of commercial
and investment banking, brokerage, funds mana gement, trading, hedging, investing and other
activities for their own account and for the account of others. In the ordinary course of their various
business activities, the Syndicate Members and the ir 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. Such investment and trading acti vities may involve or relate to assets, securities
and/or instruments our Company and/or persons an d entities with relationships with our Company
and may also include swaps and other financial i nstruments entered into for hedging purposes in
connection with our Group’s loans and other debt.
In relation to issues by Syndicate Members or th eir affiliates of any listed securities having the
H Shares as their underlying securities, whether on the Stock Exchange or on any other stock
exchange, the rules of the exchange may require the i ssuer of those securities (or one of its affiliates
or agents) to act as a market maker or liquidity prov ider in the security, and this will also result in
hedging activity in the H Shares in most cases.
Such activities may affect the market price or va lue of our H Shares, the liquidity or trading
volume in our H Shares and the volatility of the pr ice 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 Syndicate Members will be
subject to certain restrictio ns, including the following:
(a) the Syndicate Members 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), w hether in the open market or otherwise, with a
view to stabilising or maintaining the marke t price of any of the Offer Shares at levels
other than those which might otherwise prevail in the open market; and
(b) the Syndicate Members must comply with al l applicable laws and reg ulations, including
the market misconduct provisions of the SFO, in cluding the provisions prohibiting insider
dealing, false trading, price rigging and stock market manipulation.
Certain of the Syndicate Members or their resp ective affiliates have provided from time to time,
a n de x p e c tt op r o v i d ei nt h ef u t u re, investment banking and other services to our Company and our
affiliates for which such Syndicate Members or thei r respective affiliates have received or will receive
customary fees and commissions.
UNDERWRITING
–2 6 7–


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THE GLOBAL OFFERING
This prospectus is published in connection wit h the Hong Kong Public Offering as part of the
Global Offering. The Global Offering comprises:
(a) the Hong Kong Public Offering of initially 14 ,952,500 H Shares (subject to reallocation)
in Hong Kong, as described in ‘‘ — The Hong Kong Public Offering ’’ below; and
(b) the International Offering of initially 134, 571,000 H Shares (subject to reallocation)
outside the United States in offshore tran sactions in reliance on Regulation S, as
described in ‘‘— The International Offering ’’ below.
The 149,523,500 H Shares initially being offered in the Global Offering will represent
approximately 10.00% of the total number of issu ed Shares immediately after completion of the
Global Offering. The underwriting arrangements, and the respective Underwriting Agreements, are
summarised in ‘‘Underwriting ’’ in this prospectus.
Investors may apply for Hong Kong Offer Shares under the Hong Kong Public Offering, or, if
qualified to do so, apply for or indicate an inte rest in International Offer Shares under the
International Offering, but may not do both.
References in this prospectus to applications, application monies or the procedure for
application relate solely to the Hong Kong Public Offering.
THE HONG KONG PUBLIC OFFERING
Number of Shares Initially Offered
We are initially offering 14,952,500 Hong Kong Offer Shares, representing approximately 10%
of the total number of Offer Shares initially ava ilable under the Global Offering, at the Offer Price
for subscription by the public in Hong Kong, subje ct to the reallocation of H Shares between (i) the
International Offering, and (ii) the Hong Kong Public Offering.
The Hong Kong Public Offering is open to members of the public in Hong Kong as well as to
institutional and professional investors. Professi onal investors generally include brokers, dealers and
companies (including fund manag ers) whose ordinary business involves dealing in shares and other
securities, and corporate entities which regu larly invest in shares and other securities.
The Hong Kong Public Offering is fully underwritten by the Hong Kong Underwriters on a
several basis under the terms of the Hong Kong Underwriting Agreement and is subject to our
Company and the Overall Coordinators (for themselves and on behalf of the Underwriters) agreeing
on the Offer Price. Completion of the Hong Kong Pub lic Offering is subject to the conditions as set
out in ‘‘— Conditions of the Global Offering ’’ below.
Allocation
Allocation of the Offer 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. Such allocation could, where appropriate, consist of balloting, which would mean that
some applicants may receive a higher allocation th an 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 the Offer Shares initially available under the
Hong Kong Public Offering (after taking account of any reallocation in the number of Offer Shares
allocated between the Hong Kong Pu blic Offering and the Internatio nal Offering referred to below)
will be divided equally into two pools (with any odd lots being allocated to pool A): pool A and pool
B. Pool A will comprise 7,476,500 Hong Kong Offer Shares and pool B will comprise 7,476,000 Hong
Kong Offer Shares initially. Both of which ar e available on an equitable basis to successful
STRUCTURE OF THE GLOBAL OFFERING
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--- page 278 ---
applicants. All valid applications that have ap plied for Hong Kong Offer Shares with a total
subscription price (excluding brokerage of 1.0% , SFC transaction levy of 0.0027%, Stock Exchange
trading fee of 0.00565% and AFRC transaction levy of 0.00015% payable) of HK$5 million or below
will fall into pool A. All valid applications th at have applied for Hong Kong Offer Shares with a
total subscription price (excluding brokerage of 1.0%, SFC transaction levy of 0.0027%, Stock
Exchange trading fee of 0.00565% and AFRC tran saction levy of 0.00015% payable) of over HK$5
million and up to the total value of pool B will fall into pool B.
For the purpose of this sub-section only, the ‘‘price’’ for Offer Shares means the price payable
on application therefor (without regard t o the Offer Price as finally determined).
Applicants should be aware tha t applications in Pool A and applications in Pool B may receive
different allocation ratios. If Hong Kong Offer Shares in one (but not both) of the two pools are
undersubscribed, the surplus 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 suspect ed multiple applications and any application for
more than 7,476,000 Hong Kong Offer Shares (bein g approximately 50% of the 14,952,500 Offer
Shares initially available under the Hong Kong Public Offering) 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 Joint Global Coordinators. Subject to the allocation cap described in the subsequent paragraph,
the Joint Global Coordinators may in its discretio n reallocate Offer Shares f rom the International
Offering to the Hong Kong Public Offering to satisf y valid applications under the Hong Kong Public
Offering. In addition, if the Hong Kong Public Offe ring is not fully subscribed, the Joint Global
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 reallo cated 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 su ch manner as the Joint Global Coordinators deem
appropriate.
In the event of reallocation of Offer Shares bet ween the International Offering and the Hong
Kong Public Offering in the circumstances wher e (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 t imes, 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 7,476,000 Offer Sha res may be reallocated from the International
Offering to the Hong Kong Public Offering, so tha t the total number of Offer Shares available for
subscription under the Hong Kong Public Offeri ng will increase up to 22,428,500 Offer Shares,
representing approximately 15% of the number of Offe r Shares initially available under the Global
Offering in accordance with Chapter 4.14 o f the Guide for New Listing Applicants.
Given the initial allocation of the Offer Sha res to the Hong Kong Public Offering and the
International Offering follows M echanism B set out under paragraph 2 of Chapter 4.14 of the Guide
for New Listing Applicants and the provision of Paragraph 4.2(b) of Practice Note 18 of the Listing
Rules, no mandatory clawback or reallocation me chanism 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.
STRUCTURE OF THE GLOBAL OFFERING
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In the circumstance where the Int ernational 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 O ffering, and no over-allocation of H Shares to the
Hong Kong Public Offering.
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.
Details of any reallocation of Offer Shares b etween the Hong Kong Public Offering and the
International Offering will be disclosed in the re sults announcement of the Global Offering expected
to be published on Monday, 22 June 2026.
Applications
The Overall Coordinators (for themselves and o n behalf of the other Underwriters) may require
any investor who has been offered H Shares under t he International Offering, and who has made an
application under the Hong Kong Public Offering, t o provide sufficient information to the Overall
Coordinators so as to allow them to identify the relevant applications under the Hong Kong Public
Offering and to ensure that it is excluded from any application for H Shares under the Hong Kong
Public Offering.
Each applicant under the Hong Kong Public Offering will also be required to give an
undertaking and confirmation in the application s ubmitted by him/her/it that he/she/it and any
person(s) for whose benefit he/she/it is making th e application has not applied for or taken up, or
indicated an interest in, and will not apply for or tak e up, or indicate an interest in, any International
Offer Shares under the Internati onal Offering, and such applicant’s application is liable to be
rejected if the said undertaking and/or confirmation is breached and/or untrue (as the case may be)
or it has been or will be placed or allocated International Offer Shares under the International
Offering.
Applicants under the Hong Kong Public Offe r i n gm a yb er e q u i r e dt op a y ,o na p p l i c a t i o n
(subject to application channel s), the maximum price of HK$8.98 per Offer Share in addition to the
brokerage, SFC transaction levy, Stock Exchange trading fee and AFRC transaction levy payable on
each Offer Share. If the Offer Price, as finally dete rmined in the manner described in ‘‘— Pricing and
Allocation’’ below, is less than the maximum pri ce of HK$8.98 per Offer Share, appropriate refund
payments (including the brokerage, SFC transaction levy, Stock Exchange trading fee and AFRC
transaction levy attributable to the surplus applic ation monies) will be made to successful applicants
(subject to application channels), without interest. Further details are set out in ‘‘ How to Apply for
Hong Kong Offer Shares .’’
References in this prospectus to applications, application monies or the procedure for
application relate solely to the Hong Kong Public Offering.
THE INTERNATIONAL OFFERING
Number of Offer Shares Offered
Subject to the reallocation as described above, the number of Offer Shares to be initially offered
under the International Offering will be 134,571, 000, representing approximately 90% of the total
number of Offer Shares initially available under the Global Offeri ng. The International Offering is
expected to be fully underwritten by the Internat ional Underwriters subject to the terms and
conditions of the International Underwriting Agreement, and is subject to the Hong Kong Public
Offering becoming unconditional.
STRUCTURE OF THE GLOBAL OFFERING
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--- page 280 ---
Allocation
The International Offering will include selecti ve marketing of Offer Shares to institutional and
professional investors and other investors anticipated to have a sizeable demand for such Offer
Shares in Hong Kong and other jurisdictions outsi de the United States in offshore transactions in
reliance on Regulation S. Professional investors g enerally include brokers, dealers, companies
(including fund managers) whose ordinary busines s involves dealing in shares and other securities
and corporate entities which regularly invest in shares and other securities. The International
Offering is subject to the Hong Kong Public Offering being unconditional.
Allocation of Offer Shares pursuant to the Intern ational Offering will be effected in accordance
with the ‘‘book-building’ ’ process described in ‘‘ — Pricing and Allocation ’’ below and based on a
number of factors, including the level and timing o f demand, total size of the relevant investor’s
invested assets or equity assets in the relevant s ector and whether or not it is expected that the
relevant investor is likely hold or sell, H Shares, after the Listing. Such allocation is intended to
result in a distribution of the H Shares on a basi sw h i c hw o u l dl e a dt ot h ee s t a b l i s h m e n to fas o l i d
shareholder base to the benefit of our Company and our Shareholders as a whole.
The Overall Coordinators (for themselves and o n behalf of the other Underwriters) may require
any investor who has been offered 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 (for themselves and on behalf of the other Underwriters) so as to allow them to
identify the relevant applications under the International Offering and to ensure that it is excluded
from any allocation of the Offer Shares u nder the International Offering.
Reallocation
The total number of Offer Shares to be issued pursuant to the International Offering may
change as a result of the reallocation arrangement described in ‘‘ — The Hong Kong Public Offering
— Reallocation ’’ above and any reallocation of unsubscrib ed Offer Shares originally included in the
Hong Kong Public Offering.
PRICING AND ALLOCATION
Determining the Offer Price
The International Underwriters will be solicit ing from prospective investors’ indications of
interest in acquiring Offer Share s in the International Offering. Prospective professional and
institutional investors will be required to specify the number of Offer Shares under the International
Offering they would be prepared to acquire either at different prices or at a particular price. This
process, known as ‘‘book-building,’’ is expected to continue up to, and to cease on or around, the last
day for lodging applications unde r the Hong Kong Public Offering.
Pricing for the Offer Shares for the purpose of th e various offerings under the Global Offering
will be fixed on the Price Determination Date, which is expected to be on or before Thursday, 18
June 2026, by agreement between the Overall Coordinators (for themselves and on behalf of the
other Underwriters) and our Company and the number of Offer Shares to be allocated under the
various offerings will be dete rmined shortly thereafter.
We will determine the Offer Price by reference t o, among other factors, the closing price of the
A Shares on the ChiNext of the Shenzhen Stock Exchange on the last trading day on the Price
Determination Date (which is accessible to t he Shareholders and potential investors at
www.szse.cn/English/siteMa rketData/siteMarketDatas/l ookup/index.html?code=300568 ,a n dt h e
Offer Price will not be more than HK$8.98.
STRUCTURE OF THE GLOBAL OFFERING
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The historical prices of our A Shares and trading volume on the ChiNext of the Shenzhen Stock
Exchange are set out below:
Period High Low ADTV (1)
(RMB) (RMB) (A Shares)
Y e a re n d e d3 1D e c e m b e r2 0 2 3........................ 2 4 . 2 1 2 . 9 1 8 , 6 0 1 , 4 9 5
Y e a re n d e d3 1D e c e m b e r2 0 2 4........................ 1 5 . 0 6 . 8 3 6 , 0 7 3 , 2 4 9
Y e a re n d e d3 1D e c e m b e r2 0 2 5........................ 1 7 . 7 8 . 2 7 2 , 3 2 6 , 7 8 5
Year of 2026 (up to the Latest Practicable Date) . . . . . . . . . . . 18.4 13.2 75,854,384
Note:
1. Average daily trading volume (‘‘ ADTV ’’) represents daily average number of the A Shares of the Company traded over
the relevant period.
The Offer Price per Offer Share under the Hong Kong Public Offering will be identical to the
Offer Price per Offer Share under the International Offering based on the Hong Kong dollar price
per Offer Share, as determined by the Overall Coordinators (for themselves and on behalf of the
other Underwriters) and our Company.
The Offer Price will not be more than HK$8.98 per Offer Share, unless otherwise announced by
our Company no later than the morning of the la st day for lodging applications under the Hong
Kong Public Offering, which is Wednesday, 17 June 2026, as further explained below.
If, for any reason, our Company and the Overall Coordinators (for themselves and on behalf of
the other Underwriters) are unable to reach a greement on the Offer Price by 12 : 00 noon on
Thursday, 18 June 2026, the Global Offering will not proceed and will lapse.
Reduction in Number of Offer Shares
The Overall Coordinators (for themselves and on behalf of the other Underwriters) may, where
considered appropriate, based on the level of interest expressed by prospective professional and
institutional investors during the book-building process, and with the consent of our Company,
r e d u c et h en u m b e ro fO f f e rS h a r e sa ss t a t e di nt h i sp r o s p e c t u sa ta n yt i m eo no rp r i o rt ot h em o r n i n g
of the last day for lodging applications under the Hong Kong Public Offering. In such case, we will,
as soon as practicable following the decision to make such reduction, and in any event not later than
the morning of the day which is the last day for lo dging applications unde r the Hong Kong Public
Offering, cause to be announced on the website of our Company at
www.senior798.com and the
website of the Stock Exchange at www.hkexnews.hk , notices of the reduction, and the cancellation of
the Global Offering and relaunch of the offer at the revised number of Offer Shares.
As soon as practicable after such reduction of the number of Offer Shares, we will also issue a
supplemental prospectus or a new prospectus updating investors of the change in the number of
Offer Shares being offered under the Global Offeri ng, and giving investors at least three business
days to consider the new information. The supplemental or new prospectus should include at least
the following: updated (i) market c apitalisation; (ii) listing timetable and underwriting obligations;
(iii) price/earning multiple, unaudited pro form a and adjusted net tangible assets; and (iv) use of
proceeds and working capital adequacy confirmation based on the revised proceeds.
Before submitting applications for the Hong Ko ng Offer Shares, applic ants should have regard
to the possibility that any announcement of a red uction in the number of Offer Shares may not be
made until the day which is the last day for lodging applications under the Hong Kong Public
Offering, which is Wednesday, 17 June 2026. In the absence of any such supplemental or new
prospectus so published, the number of Offer Shares will not be reduced.
If there is any change to the offer size due to ch ange in the number of Offer Shares offered in
the Global Offering (other than pursuant to the reallocation mechanism as disclosed in this
prospectus), or if the Company becomes aware that there has been a significant change affecting any
matter contained in this prospectus or a signifi cant new matter has arisen, the inclusion of
information in respect of which would have been re quired to be in this prospectus if it had arisen
before this prospectus was issued, after the issue o f this prospectus and before the commencement of
STRUCTURE OF THE GLOBAL OFFERING
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--- page 282 ---
dealings in our Offer Shares as prescribed under Rule 11.13 of the Listing Rules, our Company is
required to cancel the Global Offering and issue a s upplemental prospectus or a new prospectus and
subsequently relaunched on FINI pursuant to the supplemental prospectus.
In the event of a reduction in the number of O ffer Shares, the Overall Coordinators (for
themselves and on behalf of the other Underwriters) may, at its discretion, reallocate the number of
Offer Shares to be offered in the Hong Kong Pub lic Offering and the International Offering,
provided that the number of Offer Shares comprised in the Hong Kong Public Offering shall not be
less than 10% of the total number of Offer Shares a vailable under the Global Offering. The Offer
Shares to be offered in the Hong Kong Public O ffering and the Offer Shares to be offered in the
International Offering may, in certain circumstan ces, be reallocated between these offerings at the
discretion of the Overall Coordinators (for themselves and on behalf of the other Underwriters).
Announcement of Offer Price and Basis of Allocations
The final Offer Price, the results of indications of interest in the International Offering, the
results of applications in the Hong Kong Public O ffering, the basis of allocations of the Hong Kong
Offer Shares and the results of allocations are expected to be announced on Monday, 22 June 2026
on the website of our Company at
www.senior798.com and the website of the Stock Exchange at
www.hkexnews.hk .
UNDERWRITING
The Hong Kong Public Offering is fully underwritten by the Hong Kong Underwriters under
the terms of the Hong Kong Underwriting Agreement and is subject to our Company and the Overall
Coordinators (for themselves and on behalf of the Underwriters) agreeing on the Offer Price.
We expect to enter into the International Underwr iting Agreement relating to the International
Offering on or around the Price Determination Date.
These underwriting arrangements under the Hong Kong Underwriting Agreement and the
International Underwriting Agreement are summarised in ‘‘ Underwriting ’’ in this prospectus.
CONDITIONS OF THE GLOBAL OFFERING
Acceptances of all applications for Offer Shares pursuant to the Global Offering will be
conditional on, among others:
(a) the Stock Exchange granting approval for the listing of, and permission to deal in, the H
Shares in issue and the H Shares to be issued pursuant to the Global Offering, and such
approval not subsequently having been rev oked prior to the commencement of dealings in
the H Shares on the Stock Exchange;
(b) the Offer Price having been duly agreed between our Company and the Overall
Coordinators (for themselves and on behalf of the other Underwriters) on the Price
Determination Date;
(c) the execution and delivery of the International Underwriting Agreement on or around the
Price Determination Date; and
(d) the obligations of the Underwriters und er the respective Underwriting Agreements
becoming and remaining unconditional and n ot having been terminated in accordance
with the terms of the respective agreements,
in each case on or before the dates and times specified in the respective Underwriting Agreements
(unless and to the extent such conditions are validly 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.
If, for any reason, the Offer Price is not agreed between our Company and the Overall
Coordinators (for themselves and on behalf of the other Underwriters) by 12 : 00 noon on Thursday,
18 June 2026, the Global Offering will no t proceed and will lapse immediately.
STRUCTURE OF THE GLOBAL OFFERING
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The consummation of each of the Hong Kong Public Offering and t he International Offering is
conditional upon, among other things, the other offering becoming unconditional and not having
been terminated in accordance with their respective terms.
If the above conditions are not fulfilled or waived prior to the times and dates specified, the
Global Offering will lapse and the Stock Exchange w ill be notified immediately. Notice of the lapse
of the Hong Kong Public Offering will be published by our Company on the website of the Stock
Exchange at
www.hkexnews.hk and the website of our Company at www.senior798.com on the next
Business Day following such lapse. In such eventu ality, all application monies will be returned,
without interest, on the terms set out in ‘‘ How to Apply for Hong Kong Offer Shares — D.
Dispatch/Collection of H Share Certificates and Refund of Application Monies .’’ In the meantime, all
application monies will be held in separate bank account(s) with the receiving bankers or other
bank(s) in Hong Kong licensed under the Banking Ordinance (Chapter 155 of the Laws of Hong
Kong) (as amended).
H Share certificates will only become valid evi dence of title at 8 : 00 a.m. on the Listing Date
provided that (i) the Global Offering has become un conditional in all respects, and (ii) the right of
termination as described in ‘‘ Underwriting — Underwriting A rrangements and Expenses — Hong
Kong Public Offering — Grounds for Termination ’’ has not been exercised.
APPLICATION FOR LISTING ON THE STOCK EXCHANGE
We have applied to the Stock Exchange for the listing of, and permission to deal in, the H
Shares to be issued pursuant to the Global Offering.
No part of our Company’s share or loan capital is listed on or dealt in on any other stock
exchange and no such listing or permission to deal is being or proposed to be sought in the near
future.
SHARES WILL BE ELIGIBLE FOR CCASS
Subject to the granting of the listing of, and permission to deal in, the H Shares on the Stock
Exchange and compliance with the stock admi ssion 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 Stock Exchange or any other date
HKSCC chooses. Settlement of transactions between participants of the Stock Exchange (as defined
in the Listing Rules) is required to take place i n 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 enabling our H Shares to be admitted into CCASS. Investors should seek the advice of their
stockbroker or other professional advisors fo r details of the settlement arrangements as such
arrangements may affect their rights and interests.
DEALING ARRANGEMENTS
Assuming that the Hong Kong Public Offering becomes unconditional at or before 8 : 00 a.m. in
Hong Kong on Tuesday, 23 June 2026, it is expected that dealings in the H Shares on the Stock
Exchange will commence at 9 : 00 a.m. on Tuesday, 23 June 2026. The H Shares will be traded in
board lots of 500 H Shares. The stock code of the H Shares will be 6067.
STRUCTURE OF THE GLOBAL OFFERING
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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 Stock Exchange at www.hkexnews.hk under
the ‘‘HKEXnews > New Listings > New Listing Information’’ section, and our website at
www.senior798.com.
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.
A. APPLICATION FOR HONG KONG OFFER SHARES
1. Who Can Apply
You 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 White Form eIPO service only) ;a n d
. are outside the United States, and are not a United States Person (as defined in
Regulation S under the U.S. Securities Act).
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 Shareholder or its close associates; or
. are a Director or any of his/her close associates.
2. Application Channels
The Hong Kong Public Offering period will begin at 9 : 00 a.m. on Friday, 12 June 2026 and
end at 12 : 00 noon on Wednesday, 17 June 2026 (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
White Form
eIPO service
www.eipo.com.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 Friday, 12
June 2026 to 11 : 30 a.m. on
Wednesday, 17 June 2026,
Hong Kong time.
T h el a t e s tt i m ef o rc o m p l e t i n g
full payment of application
monies will be 12 : 00 noon
on Wednesday, 17 June
2026, Hong Kong time.
HOW TO APPLY FOR HONG KONG OFFER SHARES
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Application
Channel Platform Target Investors Application Time
HKSCC EIPO
channel
Your broker or custodian
who is a HKSCC
Participant will submit a
HKSCC EIPO application
on your behalf through
H K S C C ’ sF I N Is y s t e mi n
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
C C A S Sa n dc r e d i t e dt o
your designated
HKSCC Participant’s
stock account.
Contact your broker or
custodian for the earliest
and latest time for giving
such instructions, as this
m a yv a r yb yb r o k e ro r
custodian.
The White Form eIPO service and the HKSCC EIPO channel are facilities subject to
capacity limitations and potential service inter ruptions 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 White Form eIPO service, once you complete payment in
respect of any application instructions given by you or for your benefit through the White Form
eIPO 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
authorised to give those instructions as an agent.
For the avoidance of doubt, giving an application instruction under the White Form eIPO
s e r v i c em o r et h a no n c ea n do b t a i n i n gd i f f e r e n ta pplication reference numbers without effecting
full payment in respect of a particular reference number will not constitute an actual
application.
If you apply through the White Form eIPO service, you are deemed to have authorised the
White Form eIPO Service Provider to apply on the terms and conditions in this prospectus, as
supplemented and amended by the terms and conditions of the White Form eIPO 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 inst ructed and authorised 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 HK SCC Nominees on your behalf) provided such
application instruction has not been withdrawn o r 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.
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3. Information Required to Apply
You must provide the following info rmation with your application:
For Individual/Joint Applican ts 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 White Form eIPO service, you are required to provide a valid e-mail
address, a contact telephone number and a Hong Kong address. You 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, th e 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.
4. The maximum number of joint account holders on FINI
(1) 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 i nclude this informatio n, the application will b e treated as being made
f o ry o u rb e n e f i t .
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 ove r 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 se curities 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 thin k fit, including evidence of the attorney’s
authority.
(1) Subject to change, if the Company’s Articles of Incorpor ation and applicable company law prescribe a lower cap.
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Failing to provide any required information ma y result in your application being rejected.
4. Permitted Number of Hong Kong Offer Shares for Application
Board lot size :5 0 0 H S h a r e s
Permitted number of Hong
Kong Offer Shares for
application and amount
payable on application/
successful allotment
: 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$8.98 per H Share.
If you are applying through the HKSCC EIPO channel,
your broker or custodian may require you to pre-fund
your application, in such amount as determined by the
broker or custodian, as determined based on the
applicable laws and regulations in Hong Kong. You are
responsible for complying with any such pre-funding
requirement imposed by your broker or custodian with
respect to the Hong Kong Offer Shares you applied for.
By instructing your broker or custodian to apply for the
Hong Kong Offer Shares on your behalf through the
HKSCC EIPO channel, you (and, if you are joint
applicants, each of you jointly and severally) are
deemed to have instructed and authorised HKSCC to
cause HKSCC Nominees (acting as nominee for the
relevant HKSCC Participants) to arrange payment of the
final Offer Price, brokerage, SFC transaction levy, the
Stock Exchange trading fee and the AFRC transaction
levy by debiting the relevant nominee bank account at the
designated bank for your broker or custodian.
If you are applying through the White Form eIPO service,
you may refer to the table below for the amount payable
for the number of H Shares you have selected. You must
pay the respective amount payable on application in full
upon application for Hong Kong Offer Shares.
No. of
Hong Kong Offer
Shares applied for
Amount
payable (2)
on application
No. of
Hong Kong Offer
Shares applied for
Amount
payable (2)
on application
No. of
Hong Kong Offer
Shares applied for
Amount
payable (2)
on application
No. of
Hong Kong Offer
Shares applied for
Amount
payable (2)
on application
HK$ HK$ HK$ HK$
500 4,535.28 6,000 54,423.37 70,000 634,939.43 2,000,000 18,141,126.60
1,000 9,070.56 7,000 63,493.94 80,000 725,645.07 2,500,000 22,676,408.26
1,500 13,605.84 8,000 72,564.51 90,000 816,350.69 3,000,000 27,211,689.90
2,000 18,141.12 9,000 81,635.07 100,000 907,056.34 3,500,000 31,746,971.56
2,500 22,676.41 10,000 90,705.62 200,000 1,814,112.65 4,000,000 36,282,253.20
3,000 27,211.69 20,000 181,411.27 300,000 2,721,168.99 4,500,000 40,817,534.86
3,500 31,746.98 30,000 272,116.89 400,000 3,628,225.32 5,000,000 45,352,816.50
4,000 36,282.25 40,000 362,822.53 500,000 4,535,281.66 5,500,000 49,888,098.16
4,500 40,817.53 50,000 453,528.16 1,000,000 9,070,563.30 6,000,000 54,423,379.80
5,000 45,352.82 60,000 544,233.80 1,500,000 13,605,844.96 7,476,000
(1) 67,811,531.23
Notes:
(1) Maximum number of Hong Kong Offer Shares you may apply for.
(2) The amount payable is inclusive of brokerage, SFC tr ansaction levy, the Stock Exchange trading fee and
AFRC transaction levy. If your application is suc cessful, brokerage will be paid to the Exchange
Participants (as defined in the Listing Rules) and the SFC transaction levy, the Stock Exchange trading fee
and AFRC transaction levy are paid to the Stock Exc hange (in the case of the SFC transaction levy,
collected by the Stock Exchange on behalf of the SF C; and in the case of the AFRC transaction levy,
collected by the Stock Exchange on behalf of the AFRC).
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5. Multiple Applications Prohibited
You 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 ‘‘ — A. Application for Hong Kong
Offer Shares — 3. Information Required to Apply ’’ in this section. If you are suspected of
submitting or cause to submit more than one a pplication, all of your applications will be
rejected.
Multiple applications ma de either through (i) the White Form eIPO service, (ii) HKSCC
EIPO channel, or (iii) both channels concurrently are prohibited and will be rejected. If you
have made an application through the White Form eIPO 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.
6. Terms and Conditions of An Application
By applying for Hong Kong Offer Shares through the White Form eIPO service or
HKSCC EIPO channel, you (or as the case may be, HKSCC Nominees will do the following
things on your behalf):
(i) undertake to execute all relevant documen ts and instruct and authorise us and/or the
Overall Coordinators, 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 direc tly into CCASS for the credit of your
designated HKSCC Participant’s stock account on your behalf;
(ii) confirm that you have read and understan d the terms and conditions and application
procedures set out in this prospectus and the designated website of the White Form
eIPO service (or as the case may be, the agreement you entered into with your broker
or custodian), and agree to be bound by them;
(iii) (if you are applying through the HKSCC EIPO channel) agree to the arrangements,
undertakings and warranties under the par ticipant agreement between your broker
or custodian and HKSCC and observe the General Rules of HKSCC and the
HKSCC Operational Procedures for givin g application instructions to apply for
Hong Kong Offer Shares;
(iv) 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;
(v) confirm that you have read this prospect us and any supplement to it and have relied
only 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 informat ion or representations;
(vi) agree that our Company, the Sole Sponsor, the Sponsor-Overall Coordinator, the
Overall Coordinators, the Joint Global Coo rdinators, the Joint Bookrunners, the
Joint Lead Managers, the Underwriters, the C apital Market Interm ediaries, and any
of their or our Company’s respective direct ors, officers, employees, partners, agents,
advisors, and representatives, and any oth er parties involved in the Global Offering
(collectively, the ‘‘Relevant Persons ’’), the H Share Registrar and HKSCC will not be
liable for any information and representations not in this prospectus and any
supplement to it;
(vii) 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, the H Share
Registrar, HKSCC, HKSCC Nominees, the Stock Exchange, the SFC and any other
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statutory regulatory or governmental bod ies or otherwise as required by laws, rules
or regulations, for the purposes under the paragraph headed ‘‘ —G .P e r s o n a lD a t a—
3. Purposes and 4. Transfer of personal data ’’ in this section;
(viii) 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 beca use of an innocent misrepresentation;
(ix) agree that subject to Section 44A (6) of the Companies (Winding Up and
Miscellaneous Provisions) Ordinanc e, 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
p a r a g r a p hh e a d e d‘ ‘— B. Publication of Results ’’ in this section;
(x) confirm that you are aware of the situat i o n ss p e c i f i e di nt h ep a r a g r a p hh e a d e d‘ ‘—C .
Circumstances In Which You Will Not Be Allocated Hong Kong Offer Shares ’’ in this
section;
(xi) agree that your application or HKSCC No minees’ application, any acceptance of it
and the resulting contract will be governed by and construed in accordance with the
laws of Hong Kong;
(xii) agree to comply with the Companies O rdinance, the Companies (Winding Up and
Miscellaneous Provisions) Ordinance, th e Articles of Association and laws of any
place outside Hong Kong 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;
(xiii) confirm that (a) your application or HKS CC Nominees’ application on your behalf
is not financed directly or indirectly by o ur Company, any of the directors, chief
executives, substantial Shareholder(s) or e xisting shareholder(s) of our Company or
any of our subsidiaries or any of their resp ective close associates; and (b) you are not
accustomed or will not be accustomed to taking instructions from our Company, any
of the directors, chief executives, su bstantial shareholder(s) or existing
shareholder(s) of our Company or any of our subsidiaries or any of their
respective close associates in relation to th e acquisition, disposal, voting or other
disposition of the H Shares registered in your name or otherwise held by you;
(xiv) warrant that the information you have provided is true and accurate;
(xv) confirm that you understand that we and the Overall Coordinators will rely on your
declarations and representations in deciding whether or not to allocate any Hong
Kong Offer Shares to you and that you may be prosecuted for making a false
declaration;
(xvi) agree to accept Hong Kong Offer Shares applied for or any lesser number allocated
to you under the application;
(xvii) declare and represent that this is the only application made and the only application
i n t e n d e db yy o ut ob em a d et ob e n e f i ty o uo rt h ep e r s o nf o rw h o s eb e n e f i ty o ua r e
applying;
(xviii) represent, warrant and undertake that (a ) you understand that the Hong Kong Offer
Shares have not been and will not be registere d under the U.S. Securities Act; and (b)
you and the person(s) for whose benefit you have made the application are outside
the United States (as defined in Regulatio n S) or are a person described in paragraph
(h)(3) of Rule 902 of Regulation S;
(xix) (if the application is made 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 indirectly or through the application channel of the White
Form eIPO Service Provider or by any one as your agent or by any other person; and
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(xx) (if you are making the application as an agent for the benefit of another person)
warrant that (1) 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 electronic application instructions to HKSCC and the White
Form eIPO Service Provider and (2) you have due authority to give electronic
application instructions on behalf of that other person as its agent.
B. PUBLICATION OF RESULTS
Results of Allocation
You can check whether you are successfully allocated any Hong Kong Offer Shares
through:
Platform Date/Time
Applying through the White Form eIPO service or HKSCC EIPO channel:
Website From the ‘‘Allotment Results’’ page at
www.iporesults.com.hk (alternatively:
www.eipo.com.hk/eIPOAllotment )w i t ha
‘‘search by ID Number’’ function.
24 hours, from 11 : 00 p.m. on Monday,
22 June 2026 to 12 : 00 midnight Sunday,
28 June 2026 (Hong Kong time).
The full list of (i) wholly or partially successful
applicants using the White Form eIPO
service and HKSCC EIPO channel, and (ii)
the number of Hong Kong Offer Shares
conditionally allo t t e dt ot h e m ,a m o n g
other things, will be displayed on the
‘‘Allotment Results’’ page of the
White Form eIPO service at
www.iporesults.com.hk (alternatively:
www.eipo.com.hk/eIPOAllotment ).
The Stock Exchange’s website at
www.hkexnews.hk and our website at
www.senior798.com which will provide links
to the above mentioned websites of the H
Share Registrar.
No later than 11 : 00 p.m. on Monday,
22 June 2026 (Hong Kong time).
Telephone +852 2862 8555 — the allocation results
telephone enquiry line provided by the H
Share Registrar.
B e t w e e n9 : 0 0a . m .a n d6 : 0 0p . m . ,o n
Tuesday, 23 June 2026, Wednesday,
24 June 2026, Thursday, 25 June 2026 and
Friday, 26 June 2026 (Hong Kong time).
For those applying through HKSCC EIPO channel, you may also check with your broker
or custodian from 6 : 00 p.m. on Thursd ay, 18 June 2026 (Hong Kong time), HKSCC
Participants can log into FINI and review the allotment result from 6 : 00 p.m. on Thursday, 18
June 2026 (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 fin al 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 Stock Exchange’s
website at
www.hkexnews.hk and our website at www.senior798.com by no later than 11 : 00 p.m.
on Monday, 22 June 2026 (Hong Kong time).
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C. CIRCUMSTANCES IN WHICH YOU WILL NOT BE ALLOCATED HONG KONG OFFER
SHARES
You should note the following situations in which Hong Kong Offer Shares will not be
allocated to you or the person(s) for whose benefit you are applying for:
1. If your application is revoked:
Your application or the application mad e by HKSCC Nominees on your behalf may be
r e v o k e dp u r s u a n tt oS e c t i o n4 4 A ( 6 )o ft h eC ompanies (Winding Up and Miscellaneous
Provisions) Ordinance.
2. If we or our agents exercise our discretion to reject your application:
We, the Overall Coordinators, the H Share Registrar and 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 w ill be void if the Stock Exchange does not
grant permission to list the 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 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. You may refer to
the paragraph headed ‘‘ — A. Application for 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;
. we or the Overall Coordinators believe th at by accepting your application, it or we
would violate applicable securities or other laws, rules or regulations.
5. If there is money settlement failure for allotted H Shares:
B a s e do nt h ea r r a n g e m e n t sb e t w e e nHKSCC Participants and HKSCC, HKSCC
Participants will be required to hold suffici ent 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 requ ired to settle each HKSCC Participant’s actual
Hong Kong Offer Share allotment from their designated bank.
There is a risk of money settlement failure. In the extreme event of money settlement
failure by a HKSCC Participan t (or its designated bank), who is acting on your behalf in
settling payment for your allotted H Shares , HKSCC will contact the defaulting HKSCC
Participant and its designated bank to det ermine the cause of fa ilure and request such
defaulting HKSCC Participant to rectify or procure to rectify the failure.
However, if it is determined that such settlem ent obligation cannot be met, the affected
Hong Kong Offer Shares will be reallocated to t he 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 w ill 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
n o ta l l o c a t e dt oy o ud u et ot h emoney settlement failure.
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D. DISPATCH/COLLECTION OF H SHARE CERTIFICATES AND REFUND OF
APPLICATION MONIES
You will receive one H Share certificate for al l Hong Kong Offer Shares allotted to you under
the Hong Kong Public Offering (except pursuant to applications made through the HKSCC EIPO
channel where the H Share certificates will be deposited into CCASS as described below).
No temporary document of title will be issu ed in respect of the H Shares. No receipt will be
issued for sums paid on application.
H Share certificates will only become valid at 8 : 00 a.m. on the Listing Date, provided that the
Global Offering has become unconditional and the r ight of termination described in the section
headed ‘‘Underwriting — Underwriting Arrangements and Expenses — Hong Kong Public Offering
— Grounds for Termination’’ has not been exercised. Investors who trade the H Shares on the basis
of publicly available allocation details prior to t he receipt of H Share certificates or prior to 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 cer tificate(s) and (if app licable) any surplus
application monies pending cl earance of applic ation monies.
The following sets out the relevant procedures and time:
White Form eIPO service HKSCC EIPO channel
Dispatch/collection of H Share certificate 1
For application of
1,000,000 Hong Kong
Offer Shares or more
Collection in person from the H Share
Registrar, Comput ershare Hong Kong
Investor Services Limited at Shops
1712–1716, 17th Floor, Hopewell
Centre, 183 Queen’s Road East, Wan
Chai, Hong Kong.
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.
Time: from 9 : 00 a.m. to 1 : 00 p.m. on
Tuesday, 23 June 2026 (Hong Kong
time).
No action by you is required.
If you are an individual, you must not
authorise any other person to collect for
you. If you are a corporate applicant,
your authorised representative must
bear a letter of authorization from your
corporation stamped with your
corporation’s chop.
Both individuals and authorised
representatives must produce, at the
time of collection, evidence of identity
acceptable to the H Share Registrar.
Note: If you do not collect your H 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.
For application of less than
1,000,000 Hong Kong
Offer Shares
Your H Share certificate(s) will be sent to
the address specifie di ny o u ra p p l i c a t i o n
instructions by ordinary post at your
own risk.
Date: Monday, 22 June 2026.
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White Form eIPO service HKSCC EIPO channel
Refund mechanism for surplus application monies paid by you
Date Tuesday, 23 June 2026. Subject to the arrangement between you
and your broker or custodian.
Responsible party H Share Registrar. Your broker or custodian.
Application monies paid
through single bank
account
White Form e-Refund payment
instructions to your designated bank
account.
Your 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
Refund cheque(s) will be dispatched to the
address as specified in your application
instructions by ordinary post at your
own risk.
1. Except in the event of a tropical cyclone warning sign al number 8 or above, a black r ainstorm warning and/or
Extreme Conditions in the morning on Monday, 22 June 2026 rendering it impossible for the relevant H Share
certificates to be dispatched to HKSCC in a timely manne r, the Company shall procure the H Share Registrar to
arrange for delivery of the supporting documents and H S hare certificates in accordance with the contingency
arrangements as agreed between them. You may refer to ‘ ‘— E. Severe Weather Arrangements’’ in this section.
E. SEVERE WEATHER ARRANGEMENTS
The Opening and Closing of the Application Lists
The application lists will not open or close on Wednesday, 17 June 2026 if, there is/are:
. a tropical cyclone warning signal number 8 or above;
. a black rainstorm warning; and/or
. an Extreme Condition,
(collectively, ‘‘Severe Weather Signals ’’),
in force in Hong Kong at any time between 9 : 00 a.m. and 12 : 00 noon on Wednesday, 17 June
2026.
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 Severe Weather Signals 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 lis ting date. Should there be any changes to the
dates mentioned in the section headed ‘‘Exp ected Timetable’’ in this prospectus, an
announcement will be made and published on the Stock Exchange’s website at
www.hkexnews.hk and our website at www.senior798.com of the revised timetable.
If a Severe Weather Signal is hoisted on Monday, 22 June 2026, the H Share Registrar will
make appropriate arrangements for the deliv ery of the H Share certificates to the CCASS
Depository’s service counter so that they woul d be available for trading on Tuesday, 23 June
2026.
If a Severe Weather Signal is hoisted on Monday, 22 June 2026, for application of less
than 1,000,000 Hong Kong Offer Shares, the despa tch of physical H Share certificates and/or
refund cheque (if applicable) will be made by ordinary post when the post office re-opens after
the Severe Weather Signal is lowered or cance lled (e.g. in the afternoon of Monday, 22 June
2026 or on Tuesday, 23 June 2026).
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If a Severe Weather Signal is hoisted on Tuesday, 23 June 2026, for application of
1,000,000 Hong Kong Offer Shares or more, physic al H Share certificates and/or refund cheque
(if applicable) will be available for collection i n person at the H Share Registrar’s Office after
the Severe Weather Signal is lowered or cancell ed (e.g. in the afternoon of Tuesday, 23 June
2026 or on Wednesday, 24 June 2026).
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.
F. ADMISSION OF THE H SHARES INTO CCASS
If the Stock Exchange grants the listing of, and permission to deal in, the H Shares on the Stock
Exchange and we comply 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 or any other date HKSCC chooses.
Settlement of transactions between Exchange Part icipants 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 enabling the H Shares to be admitted into CCASS.
You should seek the advice of your broker or other professional adviser for details of the
settlement arrangement as such arrangemen ts may affect your rights and interests.
G. PERSONAL DATA
The following Personal Information Collect ion Statement applies to any personal data
collected and held by our Company, the H Share Registrar, the receiving bank and the Relevant
Persons about you in the same way as it applies to personal data about applicants other than
HKSCC Nominees. This personal data may include c lient 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.
1. Personal Information Collection Statement
This Personal Information Coll ection Statement informs the applicant for, and holder of,
Hong Kong Offer Shares, of the policies and practices of our Company and the H Share
Registrar in relation to personal data and the Personal Data (Privacy) Ordinance (Chapter 486
of the Laws of Hong Kong).
2. 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 our Company or i ts agents and the H Share Registrar is accurate
and up-to-date when applying for Hong Kong O ffer Shares or transferring Hong Kong Offer
Shares into or out of their names or in procu ring the services of the H Share Registrar.
Failure to supply the requested data or supp lying inaccurate data may result in your
application for Hong Kong Offer Shares being rejected, or in the delay or the inability of our
Company or the H Share Registrar to effect transf ers 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 dispatch of H Share certificate(s) to which you are entitled.
It is important that applicants for and holders of Hong Kong Offer Shares inform our
Company and the H Share Registrar immediatel y of any inaccuracies in the personal data
supplied.
HOW TO APPLY FOR HONG KONG OFFER SHARES
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3. Purposes
Your personal data may be used, held, processed, and/or stored (by whatever means) for
the following purposes:
. processing your application and refund cheque and White Form e-Refund payment
instruction(s), where applicable, verif ication of compliance with the terms and
application procedures set out in this prospectus and announcing results of
allocation of Hong Kong Offer Shares;
. compliance with applicable laws and reg ulations in Hong Kong and elsewhere;
. registering new issues or transfers into or out of the names of the holders of the H
Shares including, where app licable, HKSCC Nominees;
. maintaining or updating the regi ster of members of our Company;
. verifying identities of applicants for and holders of the H Shares and identifying any
duplicate applications for the Shares;
. facilitating Hong Kong O ffer Shares balloting;
. establishing benefit entitlements of holders of the H Shares, such as dividends, rights
issues, bonus issues, etc.;
. distributing communications from our Company and our subsidiaries;
. compiling statistical information and profiles of the holder of the H Shares;
. disclosing relevant information to fa cilitate claims on entitlements; and
. any other incidental or associated purposes relating to the above and/or to enable
our Company and the H Share Registrar to discharge their obligations to applicants
and holders of the H Shares and/or regula tors and/or any other purposes to which
applicants and holders of the H Shares may from time to time agree.
4. Transfer of personal data
Personal data held by our Company and the H Share Registrar relating to the applicants
for and holders of Hong Kong Offer Shares will be kept confidential but our Company and the
H Share Registrar may, to the extent necessa ry 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 Company’s appointed agents such as financial advisors, receiving bank 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 fu nctions 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);
. any agents, contractors or third-party se rvice providers who offer administrative,
telecommunications, computer, payment or other services to our Company or the H
Share Registrar in connection with the ir respective business operation;
. the 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 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 brokers
etc.
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5. Retention of personal data
Our Company 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 fulfil the purposes for which the
personal data were collected. Personal data whi ch 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).
6. Access to and correction of personal data
Applicants for and holders of Hong Kong Offe r Shares have the right to ascertain whether
our Company or the H Share Registrar hold their personal data, to obtain a copy of that data,
and to correct any data that is inaccurate. Our Company and the H Share Registrar have the
right to charge a reasonable fee for the processi ng of such requests. All requests for access to
data or correction of data should be addressed to our Company and the H Share Registrar, at
their registered address disclosed in the sect ion headed ‘‘Corporate Information’’ in this
prospectus or as notified from time to time, for the attention of our joint company secretaries,
or the H Share Registrar for the attention of the privacy compliance officer.
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The following is the text of a report set out on pages I-1 to I-104, received from the
Company’s reporting accountants, Rongcheng (Hong Kong) CPA Limited, Certified Public
Accountants, Hong Kong, for the purpose of incorporation in this prospectus. It is prepared
and addressed to the directors of the Company and to the Sole Sponsor pursuant to the
requirements of HKSIR 200 Accountants’Reports on Historical Financial Information in
Investment Circulars issued by the Hong Kong In stitute of Certified Public Accountants.
ACCOUNTANTS’ REPORT ON HISTORICAL FINANCIAL INFORMATION TO THE
DIRECTORS OF SHENZHEN SENIOR TEC HNOLOGY MATERIAL CO., LTD. AND
CHINA SECURITIES (INTERNATIONA L) CORPORATE FINANCE COMPANY
LIMITED
Introduction
We report on the historical financial information of Shenzhen Senior Technology
Material Co., Ltd. (the ‘‘ Company ’’) and its subsidiaries (together, the ‘‘ Group ’’) set out on
pages I-4 to I-104, which comprises the consolidated statements of financial position of the
Group as at 31 December 2023, 2024 and 2025 the statements of financial position of the
Company as at 31 December 2023, 2024 and 20 25, and the consolidated statements of
comprehensive income, the consolidated statements of changes in equity and the
consolidated statements of cash flows of the Group for each of the years ended 31
December 2023, 2024 and 2025 (the ‘‘ Track Record Period ’’) and material accounting policy
information and other explanato ry information (together, the ‘‘ Historical Financial
Information ’’). The Historical Financial Inform ation set out on page I-4 to I-104 forms
an integral part of this report, which has been prepared for inclusion in the prospectus of
the Company dated 12 June 2026 (the ‘‘ Prospectus ’’) in connection with the initial listing of
H shares of the Company on the Main Board of The Stock Exchange of Hong Kong
Limited.
Directors’ responsibility for the H istorical 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
presentation and preparation set out in Note 2 to the Historical Financial Information, and
for such internal control as the directors of the Company 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
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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 ac countants consider internal control relevant
to the entity’s preparation of Historical Fina ncial Information that gives a true and fair
view in accordance with the basis of presenta tion and preparation set out in Note 2 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 inc luded evaluating the appropriateness of
accounting policies used and the reasonableness of accounting estimates made by the
directors of the Company, 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 purpose of the
accountants’ report, a true and fair view of the Group’s consolidated financial position as at
31 December 2023, 2024 and 20 25, the Company’s financial position as at 31 December
2023, 2024 and 2025 and of the consolidated financial performance and consolidated cash
flows of the Group for the Track Record Period in accordance with the basis of
presentation and preparation set out in Note 2 to the Historical Financial Information.
APPENDIX I ACCOUNTANTS’ REPORT
–I - 2–


--- page 299 ---
Report on matters under the Rules Governing the Listing of Securities on The Stock Exchange
of Hong Kong Limited (the ‘‘Listing Rules’’) 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 12 to the Historical Financial Information which contains
information about the dividends declared and paid by the Company in respect of the
Track Record Period.
Rongcheng (Hong Kong) CPA Limited
Certified Public Accountants
LO, Chi Kin
Practising Certificate Number: P08415
Hong Kong
12 June 2026
APPENDIX I ACCOUNTANTS’ REPORT
–I - 3–


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I. HISTORICAL FINANCIAL INFORMATION OF THE GROUP
Preparation of Historica l Financial Information
Set out below is the Historical Financial Information which forms an integral part
of this accountants’ report.
The consolidated financial statements of the Group for the Track Record Period,
on which the Historical Financial Information is based, have been prepared in
accordance with the accounting policies which conform with IFRS Accounting
Standards issued by International Accounting Standards Board (‘‘ IASB ’’) and were
audited by Rongcheng (Hong Kong) CPA Limited in accordance with International
Standards on Auditing issued by IAASB (‘‘ 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–


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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Year ended 31 December
2023 2024 2025
Notes RMB’000 RMB’000 RMB’000
Revenue 5 2,981,863 3,506,153 4,076,845
Cost of sales 8 (1,691,456) (2,521,858) (3,193,640)
Gross profit 1,290,407 984,295 883,205
Other income 6 213,294 182,866 183,947
Net impairment losses (recognised)/reversed on
financial assets (12,729) (62,760) 7,038
Other (losses) and gains, net 7 (63,312) 36,478 18,627
Research and development expenses 8 (242,464) (248,024) (278,380)
General and administrative expenses 8 (330,869) (314,837) (431,709)
Selling expenses 8 (38,728) (37,112) (42,805)
Share of results of associates and joint venture, net (1,940) (1,349) (1,200)
Finance costs 10 (96,611) (132,538) (218,260)
Profit before income tax 717,048 407,019 120,463
Income tax (expense)/credit 11 (123,353) (36,311) 22,647
Profit for the year 593,695 370,708 143,110
Profit for the year attributable to:
Owners of the Company 576,330 363,826 105,652
Non-controlling interests 17,365 6,882 37,458
593,695 370,708 143,110
Other comprehensive income/(loss) for the year,
n e to ft a x
Item that will be reclassified subsequently
to profit or loss:
Translation of financial statements of foreign
operations, net of tax 59,130 (75,660) 318,551
Item that will not be reclassified subsequently
to profit or loss:
Fair value changes of equity investments designated
at fair value through other co mprehensive income — — 12,047
59,130 (75,660) 330,598
Total comprehensive income for the year 652,825 295,048 473,708
Total comprehensive income for the year attributable to:
Owners of the Company 635,460 288,166 436,250
Non-controlling interests 17,365 6,882 37,458
652,825 295,048 473,708
Earnings per share (‘‘EPS’’) for profit attributable
to owners of the Company 13
Basic (in RMB per share) 0.45 0.27 0.08
Diluted (in RMB per share) 0.45 0.27 0.08
APPENDIX I ACCOUNTANTS’ REPORT
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CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
As at 31 December
2023 2024 2025
Notes RMB’000 RMB’000 RMB’000
ASSETS AND LIABILITIES
Non-current assets
Property, plant and equipment 14 8,570,012 13,009,505 16,932,017
Right-of-use assets 15(a) 591,537 850,810 886,508
Intangible assets 16 5,276 7,844 20,936
Investment properties 17 — — 135,551
Investments in associates and joint venture 18 5,118 49,589 22,571
Financial assets at fair value through profit or loss 19(a) 64,212 76,982 94,598
Financial assets at fair value through other
comprehensive income 20 — — 30,863
Time deposits 25 — 51,562 52,525
Prepayments, other receivables and other assets 23 1,279,387 1,533,439 467,090
Deferred income tax assets 27 11,393 23,723 66,742
10,526,935 15,603,454 18,709,401
Current assets
Inventories 21 396,864 518,063 762,381
Trade and notes receivables 22 1,773,249 2,376,056 2,480,060
Prepayments, other receivables and other assets 23 419,819 357,903 440,517
Amounts due from related parties 39(c) — 6 3,646
Prepaid income tax 5,023 20,483 5,441
Financial assets at fair value through profit or loss 19(a) 870,638 299,367 30,001
Financial assets at fair value through other
comprehensive income 20 79,585 292,318 369,753
Restricted bank deposits 24 145,402 485,496 571,202
Time deposits 25 1,983,538 541,635 233,037
Cash and cash equivalents 26 1,744,409 2,650,754 1,187,671
7,418,527 7,542,081 6,083,709
Current liabilities
Trade and notes payables 28 478,454 532,281 669,699
Financial liabilities at fair value through profit or loss 19(b) — — 12,620
Contract liabilities 3,577 4,333 18,139
Other payables and accruals 29 899,443 1,382,915 1,015,518
Amounts due to related parties 39(c) 119 635 994
Borrowings 30 2,598,947 4,105,067 5,748,288
Lease liabilities 15(b) 3,862 18,646 24,102
Income tax payable 37,770 17,145 29,773
4,022,172 6,061,022 7,519,133
Net current assets/(liabilities) 3,396,355 1,481,059 (1,435,424)
Total assets less current liabilities 13,923,290 17,084,513 17,273,977
APPENDIX I ACCOUNTANTS’ REPORT
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As at 31 December
2023 2024 2025
Notes RMB’000 RMB’000 RMB’000
Non-current liabilities
Other payables and accruals 29 476,520 498,058 472,202
Borrowings 30 3,411,636 6,278,987 6,361,445
Lease liabilities 15(b) 37,134 299,858 281,768
Deferred income tax liabilities 27 39,223 36,488 17,810
3,964,513 7,113,391 7,133,225
Net assets 9,958,777 9,971,122 10,140,752
EQUITY
Share capital and treasury shares 31 1,255,985 1,280,192 997,366
Reserves 33 8,537,690 8,518,946 8,933,944
Equity attributable to owners of the C ompany 9,793,675 9,799,138 9,931,310
Non-controlling interests 165,102 171,984 209,442
Total equity 9,958,777 9,971,122 10,140,752
APPENDIX I ACCOUNTANTS’ REPORT
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--- page 304 ---
STATEMENTS OF FINANCIAL POSITION OF THE COMPANY
As at 31 December
2023 2024 2025
Notes RMB’000 RMB’000 RMB’000
ASSETS AND LIABILITIES
Non-current assets
Property, plant and equipment 14 838,139 842,682 649,965
Right-of-use assets 15(a) 57,811 61,998 56,889
Intangible assets 16 3,289 2,598 4,174
Investment properties 17 — — 135,551
Investments in associates and joint venture 18 5,118 49,589 22,571
Investments in subsidiaries 37 4,502,627 4,783,627 8,433,200
Financial assets at fair value through profit or loss 19(a) 63,912 76,682 94,298
Financial assets at fair value through other
comprehensive income 20 — — 30,863
Time deposits 25 — 20,864 21,113
Prepayments, other receivables and other assets 23 195,397 175,953 74,723
Deferred income tax assets 27 — 2,850 22,297
5,666,293 6,016,843 9,545,644
Current assets
Inventories 21 77,818 82,864 30,359
Trade and notes receivables 22 1,164,844 1,660,434 1,337,664
Prepayments, other receivables and other asset 23 18,438 28,807 41,431
Amounts due from subsidiaries and related parties 39(c) 1,160,218 4,241,550 3,113,750
Prepaid income tax 5,023 4,480 1,815
Financial assets at fair value through profit or loss 19(a) 810,280 229,367 30,001
Financial assets at fair value through other
comprehensive income 20 55,007 266,001 325,845
Restricted bank deposits 24 81,927 437,654 186,802
Time deposits 25 1,781,762 50,797 111,800
Cash and cash equivalents 26 1,029,618 995,122 257,117
6,184,935 7,997,076 5,436,584
Current liabilities
Trade and notes payables 28 225,970 89,250 159,190
Financial liabilities at fair value through profit or loss 19(b) — — 12,591
Contract liabilities 3,273 3,901 2,062
Other payables and accruals 29 268,345 114,026 70,511
Amounts due to subsidiaries and related pa rties 39(c) 2,474,270 4,404,438 4,239,652
Borrowings 30 351,425 702,489 1,565,784
Lease liabilities 15(b) — 2,655 2,752
3,323,283 5,316,759 6,052,542
Net current assets/(liabilities) 2,861,652 2,680,317 (615,958)
Total assets less current liabilities 8,527,945 8,697,160 8,929,686
APPENDIX I ACCOUNTANTS’ REPORT
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As at 31 December
2023 2024 2025
Notes RMB’000 RMB’000 RMB’000
Non-current liabilities
Other payables and accruals 29 48,762 56,520 52,546
Borrowings 30 310,000 469,000 1,022,500
Lease liabilities 15(b) — 4,166 1,414
358,762 529,686 1,076,460
Net assets 8,169,183 8,167,474 7,853,226
EQUITY
Share capital and treasury shares 31 1,255,985 1,280,192 997,366
Reserves 33 6,913,198 6,887,282 6,855,860
Total equity 8,169,183 8,167,474 7,853,226
APPENDIX I ACCOUNTANTS’ REPORT
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--- page 306 ---
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
Attributable to owners of the Company
Share
capital
Treasury
shares
reserve
Capital
reserve
Other
comprehensive
income reserve
Statutory
reserve
Retained
earnings Sub-total
Non-
controlling
interests
Total
equity
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Note 31 Note 31 (Note (a)) (Note (b)) (Note (c))
As at 1 January 2023 1,280,806 (100,566) 5,663,210 (559) 97,712 1,494,759 8,435,362 147,737 8,583,099
Profit for the year — — — — — 576,330 576,330 17,365 593,695
Other comprehensive income for
the year — — — 59,130 — — 59,130 — 59,130
Total comprehensive income for
the year — — — 59,130 — 576,330 635,460 17,365 652,825
Appropriation of statutory reserve — — — — 11,782 (11,782) — — —
Dividends declared (Note 12) — — — — — (127,931) (127,931) — (127,931)
Revocable dividends attributable to
restricted shareholders — 524 — — — — 524 — 524
Share-based compensation expenses
(Note 32) — — 4,712 — — — 4,712 — 4,712
Issue, repurchase and release of
shares under restricted stock
incentive schemes (Note 31) 877 10,920 9,389 — — — 21,186 — 21,186
Private placement (Note 31) 63,424 — 760,938 — — — 824,362 — 824,362
As at 31 December 2023 1,345,107 (89,122) 6,438,249 58,571 109,494 1,931,376 9,793,675 165,102 9,958,777
APPENDIX I ACCOUNTANTS’ REPORT
–I - 1 0–


--- page 307 ---
Attributable to owners of the Company
Share
capital
Treasury
shares
reserve
Capital
reserve
Other
comprehensive
income reserve
Statutory
reserve
Retained
earnings Sub-total
Non-
controlling
interests
Total
equity
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Note 31 Note 31 (Note (a)) (Note (b)) (Note (c))
As at 1 January 2024 1,345,107 (89,122) 6,438,249 58,571 109,494 1,931,376 9,793,675 165,102 9,958,777
Profit for the year — — — — — 363,826 363,826 6,882 370,708
Other comprehensive loss for
the year — — — (75,660) — — (75,660) — (75,660)
Total comprehensive (loss)/income for
the year — — — (75,660) — 363,826 288,166 6,882 295,048
Appropriation of statutory reserve — — — — 28,099 (28,099) — — —
Dividends declared (Note 12) — — — — — (295,382) (295,382) — (295,382)
Revocable dividends attributable to
restricted shareholders — 697 — — — — 697 — 697
Share-based compensation expenses
(Note 32) — — 11,982 — — — 11,982 — 11,982
Issue and repurchase of shares under
restricted shares incentive
schemes (Note 31) ( 2 , 1 5 0 ) 2 5 , 6 6 0 ( 2 3 , 5 1 0 ) ——————
As at 31 December 2024 1,342,957 (62,765) 6,426,721 (17,089) 137,593 1,971,721 9,799,138 171,984 9,971,122
As at 1 January 2025 1,342,957 (62,765) 6,426,721 (17,089) 137,593 1,971,721 9,799,138 171,984 9,971,122
Profit for the year — — — — — 105,652 105,652 37,458 143,110
Other comprehensive income
for the year — — — 330,598 — — 330,598 — 330,598
Total comprehensive income
for the year — — — 330,598 — 105,652 436,250 37,458 473,708
Dividends declared (Note 12) — — — — — (66,595) (66,595) — (66,595)
Share-based compensation
expenses (Note 32) — — 39,906 — — — 39,906 — 39,906
Repurchase and cancellation of
shares under restricted shares
incentive schemes (Note 31) ( 1 , 0 6 5 ) 1 1 , 9 8 9 ( 1 0 , 9 2 4 ) ——————
Repurchase of shares (Note 31) — (299,982) — — — — (299,982) — (299,982)
Issue of shares under
restricted shares incentive
schemes (Note 31) 6,232 — 16,361 — — — 22,593 — 22,593
As at 31 December 2025 1,348,124 (350,758) 6,472,064 313,509 137,593 2,010,778 9,931,310 209,442 10,140,752
Notes:
(a) Capital reserve mainly includes share premium a nd other reserve recognised under the share-based
payment.
(b) Other comprehensive income reserve is the reserve due to the translation of financial statements of foreign
operations and fair value changes of equity inves tments designated at fair value through other
comprehensive income.
(c) It represents the statutory reserve of the c ompany in the People’s Republic of China (the ‘‘ PRC’’).
APPENDIX I ACCOUNTANTS’ REPORT
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CONSOLIDATED STATEMENTS OF CASH FLOWS
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Operating activities
Profit before income tax 717,048 407,019 120,463
Adjustments for:
Share of results of associates and joi nt venture, net 1,940 1,349 1,200
Depreciation of propert y, plant and equipment (Note 14) 445,559 598,297 864,575
Depreciation of right-of-use assets (Note 15) 4,485 9,534 17,735
Amortisation of intangible assets (Note 16) 1,397 1,489 2,953
Investment income from financial assets at fair value through
profit or loss (Note 7) (38,720) (20,175) (85,995)
Net fair value (gains)/losses on financial assets and liabilities
at fair value through profit or loss (Note 7) (3,636) 9,666 (6,418)
Net losses on disposal of property, plant and equipment
(Note 7) 850 2,248 18,946
Impairment loss on property, plant and equipment (Note 7) — — 30,447
Net impairment losses recognised on inventories (Note 8) 19,142 3,242 17,286
Loss due to inventory write-off (Note 7) — — 29,709
Finance costs (Note 10) 96,611 132,538 218,260
Net impairment losses recognised/(reversed) on trade and
notes receivables and other receivables 12,729 62,760 (7,038)
Share-based payment expenses (Note 32) 4,811 11,982 39,906
Amortisation of deferred government grants (Note 6) (26,720) (33,844) (53,266)
Net foreign exchange gains (Note 7) (1,019) (27,138) (11,390)
Operating profit before working capita l change 1,234,477 1,158,967 1,197,373
Increase in trade and notes receivabl es (294,150) (861,047) (175,236)
Increase in prepayments and other receivables (163,972) (395,356) (437,044)
Increase in inventories (132,650) (123,772) (293,599)
Increase/(decrease) in trade and notes payables (61,650) 53,827 137,421
Increase in other payables and accruals 647,395 622,516 321,247
Increase in contract liabilities 1,228 756 13,806
Cash generated from operations 1,230,678 455,891 763,968
Income tax paid (96,604) (87,447) (11,456)
Net cash flows generated from operating activities 1,134,074 368,444 752,512
APPENDIX I ACCOUNTANTS’ REPORT
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Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Investing activities
Payment and prepayment for purchase of property, plant and
equipment (3,950,726) (4,548,570) (3,737,322)
Proceeds from disposal of property, plant and equipment — net 49 16,710 2,996
Purchase of intangible assets (293) (4,058) (16,038)
Additions to right-of-use as sets (258,750) — (27,566)
Investment income received from wealth management products
and structured deposit 44,590 22,010 3,740
Investments in associates and joint venture — (45,820) (16,580)
Proceeds from liquidation of an associate — — 42,398
Receipt from maturity of time deposits 3,548,064 8,016,310 3,357,487
Placement of time deposits (3,851,445) (6,434,001) (3,002,166)
Proceeds from sale of financial assets at fair value through profit
or loss 5,270,000 5,512,400 2,658,170
Purchase of financial assets at fair value through profit or loss (4,593,000) (4,965,400) (2,515,434)
Prepayment and payment for equity instru ments investment — (13,816) (5,000)
Placement of deposits for fina ncial liabilities at fair value
through profit or loss — — (14,245)
Net cash flows used in investing activities (3,791,511) (2,444,235) (3,269,560)
APPENDIX I ACCOUNTANTS’ REPORT
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Year ended 31 December
2023 2024 2025
Notes RMB’000 RMB’000 RMB’000
Financing activities
Proceeds from issue of shares 824,362 — 22,593
Proceeds from issue of restricted shares 10,801 — —
Repurchase of restricted shares (535) (25,660) (12,456)
Proceeds from bank borrowings 36 1,927,016 4,442,584 2,829,402
Repayment of bank borrowings 36 (489,176) (1,259,051) (1,742,848)
Interest paid 36 (154,279) (245,492) (264,781)
Proceeds from other borrowings 3 6 1,528,786 2,593,090 2,230,950
Repayment of other borrowings 36 (414,671) (1,418,330) (1,696,834)
Principal portion of lease payments 36 (2,402) (7,494) (69,464)
Dividends paid to the owners of the Company (127,931) (295,382) (66,595)
Payment on repurchase of shares — — (299,983)
Payments of listing expenses — — (17,035)
Receipt from maturity of pledged bank deposits 448,428 141,940 1,459,251
Placement of pledged bank deposits (469,077) (895,189) (1,311,348)
Net cash flows generated from financing activities 3,081,322 3,031,016 1,060,852
Net increase/(decrease) in cash and cash equivalents 423,885 955,225 (1,456,196)
Cash and cash equivalents at beginning of year 1,293,953 1,744,409 2,650,754
Effect of foreign exchange rate changes, net 26,571 (48,880) (6,887)
Cash and cash equivalents at end of year 26 1,744,409 2,650,754 1,187,671
APPENDIX I ACCOUNTANTS’ REPORT
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II. NOTES TO THE HISTORICAL FINANCIAL INFORMATION
1. GENERAL INFORMATION
The Company was a limited liability company incorporated in the PRC on 17 September 2003 and
changed to a joint stock limited company on 3 Septemb er 2008. The Company’s A shares are listed on Shenzhen
Stock Exchange on 1 November 2016. The address of the Company’s registered office and its principal place of
business is Gongming office, Guangming District, She nzhen City, Guangdong Province, Tianyuan Road North,
the PRC.
During the Track Record Period, the Company and its s ubsidiaries are principal ly engaged in the research
and development, production and sales of lithium-ion bat tery separators applied in the field of new energy, new
materials and new energy vehicles.
The Company has a diversified shareholder structure . Among them, as a natural person shareholder, Chen
Xiufeng holds 12.65% of the company’s shares and is the largest individual shareholder of the company. In this
Historical Financial Information, certain English n ame of the companies referred herein represent the
management’s best effort to translate the Chines e name of the companies as no English name has been
registered.
2. BASIS OF PRESENTATION AND PREPARATION
The Historical Financial Information has been prep ared in accordance with IFRS Accounting Standards,
which collective term includes all applicable indivi dual International Financial Reporting Standards (‘‘ IFRSs ’’)
and Interpretations approved by the IASB. In additi on, the Historical Financial Information includes
applicable disclosures required by the Listin g Rules and by the Hong Kong Companies Ordinance.
As at 31 December 2025, the Group had net current liabi lities of approximately RMB1,435,424,000. Based
on the working capital forecast of the Group for the ne xt twelve months, taking into account the financial
resources available to the Group, incl uding existing cash and cash equivale nts, unutilised bank credits (Note
30), the directors of the Company (the ‘‘ Directors ’’) are of the opinion that the Group will have sufficient cash
resources to satisfy its future working capital in the next twelve months from the date of this report.
Accordingly, the Directors consider that it is appropriate that the Historical Financial Information is prepared
on a going concern basis.
The Historical Financial Information has been prep ared on the historical cost basis except for certain
financial assets and liabilitie s which are stated at fair value.
It should be noted that accounting estimates and assum ptions are used in preparation of the Historical
Financial Information. Although the se estimates are based on managemen t’s best knowledge and judgement of
current events and actions, actual res ults may ultimately differ from thos e estimates. The areas involving a
higher degree of judgement or complexity, or areas whe re assumptions and estimat es are significant to the
Historical Financial Informa tion are disclosed in Note 4.
The material accounting policy information that ha s been used in the preparation of this Historical
Financial Information are disclosed in Note 3.2. These accounting policies have been consistently applied to all
the periods presented in the Historical Fina ncial Information, unless otherwise stated.
All IFRS Accounting Standards effective for the a ccounting period commencing from 1 January 2025,
together with the relevant transiti onal provisions, have been adopted by the Group in the preparation of the
Historical Financial Information throughout the Track Record Period. The adoption of the IFRS Accounting
Standards do not have any significant impact on the fin ancial positions or results of the Group during the Track
Record Period.
APPENDIX I ACCOUNTANTS’ REPORT
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3.1 ISSUED BUT NOT YET EFFECTIVE IFRS ACCOUNTING STANDARDS
The Group has not early adopted the following new a nd amended IFRS Accounting Standards which have
been issued but are not yet effective:
Amendments to IFRS 10 and IAS 28 Sale or Contribution of Assets between an Investor and
its Associate or Joint Venture 3
Amendments to IFRS 7 and IFRS 9 Amendments to the Classification and Measurement of
Financial Instruments 1
Amendments to IFRS 7 and IFRS 9 Contracts Ref erencing Nature-dependent Electricity 1
IFRS 18 Presentation and Discl osure in Financial Statements 2
Annual Improvements to IFRSs Annual Improvements to IFRS Accounting Standards
— Volume 11 1
Amendments to IAS 21 Translation to Hype rinflationary Presentation Currency 2
1 Effective for accounting periods beginning on or after 1 January 2026
2 Effective for accounting periods beginning on or after 1 January 2027
3 Effective dates not yet determined
Except for new IFRS Accounting Standards mentioned b elow, the directors of the Company anticipate
that the application of all the new and amendments to IF RS Accounting Standards will have no material impact
on the Historical Financial Information of the Group in the foreseeable future.
IFRS 18 Presentation and Disclosure in Financial Statements
IFRS 18 Presentation and Disclosure in Financi al Statements, which sets out requirements on
presentation and disclosures in financial stateme nts, will replace IAS 1 Presentation of Financial
Statements. This new IFRS Accounting Standard, whi le carrying forward many of the requirements in
IAS 1, introduces new requirements to present specified categories and defined subtotals in the statement
of profit or loss; provide disclosures on management -defined performance measures in the notes to the
financial statements and improve aggregation and disaggregation of information to be disclosed in the
financial statements. In addition, some IAS 1 paragraphs have been moved to IAS 8 and IFRS 7. Minor
amendments to IAS 7 Statement of Cash Flows and IAS 33 Earnings per Share are also made.
IFRS 18, and amendments to other standards, will be effective for accounting periods beginning on
or after 1 January 2027, with early application permi tted. The application of IFRS 18 has no impact on
the Group’s financial positions and performance, bu t has impact on presentation of the consolidated
statements of comprehensive income.
3.2 MATERIAL ACCOUNTIN G POLICY INFORMATION
Basis of consolidation
Subsidiaries are all entities over which the Group has control. The Group controls an entity when
the Group is exposed to, or has rights to, variable ret urns from its involvement with the entity and has the
ability to affect those returns through its power over the entity. Subsidiaries ar e consolidated fully from
the date on which control is transferred to the Group. They are deconsolidated from the date that control
ceases.
Intra-group transactions, balances and unreali sed gains and losses on transactions between group
companies are eliminated in preparing the Historical Financial Information. Where unrealised losses on
sales of intra-group assets are reversed in consolidat ion, the underlying asset is also tested for impairment
from the Group’s perspective. Amounts reported in t he financial statements of subsidiaries have been
adjusted where necessary to ensure consistency with the accounting policies adopted by the Group.
APPENDIX I ACCOUNTANTS’ REPORT
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Non-controlling interests in the results and e quity of subsidiaries are shown separately in the
consolidated statements of compre hensive income, consolidated statements of changes in equity and
consolidated statements of fina ncial position, respectively.
In the Company’s statement of financial position, subsidiaries are carried at cost less any
impairment loss unless the subsidiary is held for sal e or included in a disposal group. Cost is adjusted to
reflect changes in consideration arising from conting ent consideration amendments. Cost also includes
direct attributable costs of investment.
Foreign currency translation
The Historical Financial Information is presented in RMB, which is also the functional currency of
the Company. 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.
In the individual financial statements of the consolid ated entities, foreign currency transactions are
translated into the functional currency of the indivi dual entity using the exchange rates prevailing at the
dates of the transactions. At the end of the reporting period, monetary assets and liabilities denominated
in foreign currencies are translated at the foreign ex change rates ruling at that date. Foreign exchange
gains and losses resulting from the settlement of such transactions and from there translation of monetary
assets and liabilities at the end of the repor ting period are recognised in profit or loss.
Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated
at the rates prevailing on the date when the fair va lue was determined. Non-monetary items that are
measured in terms of historical cost in a foreign curre ncy are not retranslated (i.e., only translated using
the exchange rates at the transaction date). Wh en a fair value gain or loss on a non-monetary item is
recognised in profit or loss, any exchange compone nt of that gain or loss is also recognised in profit or
loss. When a fair value gain or loss on a non-monetary it em is recognised in other comprehensive income,
any exchange component of that gain or loss is also recognised in other comprehensive income.
In the Historical Financial Information, all indivi dual financial statements of foreign operations,
originally presented in a currency different from the G roup’s presentation currency, have been converted
into RMB. Assets and liabilities have been translat ed into RMB at the closing rates at the end of the
reporting period. Income and expenses have been conv erted into RMB at the exchange rates ruling at the
transaction dates, or at the average rates over the re porting period provided that the exchange rates do not
fluctuate significantly. Any differences arisin g from this procedure have been recognised in other
comprehensive income and accumulated separately i n the other comprehensive income reserve in equity.
Property, plant and equipment
Property, plant and equipment (other than constructi on in progress as described below) are initially
recognised at acquisition cost and/or manufacturi ng cost (including any cos t directly attributable to
bringing the assets to the location and condition n ecessary for them to be capable of operating in the
manner intended by the Group’s management, including costs of testing whethe r the related assets are
functioning properly). They are subsequently st ated at cost less accumulated depreciation and
accumulated impairment losses, if any.
Properties in the course of construction for pr oduction, supply or administrative purposes are
carried at cost, less any recognised impairment loss . Costs include professional fees and, for qualifying
assets, borrowing costs capitalis ed in accordance with the Group’s acc ounting policy. Such properties are
classified to the appropriate catego ries of property, plant and equipment when completed and ready for
intended use. Depreciation of these assets, on the same basis as other property assets, commences when
the assets are ready for their intended use.
APPENDIX I ACCOUNTANTS’ REPORT
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Depreciation is recognised so as to write off the co st of assets other than construction in progress
less their residual values using the straight-line basis over their estimated useful lives as follow:
Properties and buildings 20–40 years
Machinery 5–10 years
Transportation equipment 10 years
Administrative equipment 5–10 years
Experiments and other equipment 5–10 years
The land purchased by the Group overseas with perm anent property rights is recognised as freehold
land and is not depreciated.
Estimates of residual value and useful life are re viewed, and adjusted if appropriate, at the end of
each year for the Track Record Period.
Gain or loss arising on retirement or disposal is determined as the difference between the sales
proceeds and the carrying amount of the asset and is recognised in profit or loss.
Subsequent costs are included in the asset’s carry ing amount or recognised as a separate asset, as
appropriate, only when it is probable that future ec onomic benefits associated with the item will flow to
the Group and the cost of the item can be measured re liably. The carrying amount of the replaced part is
derecognised. All other costs, such as repairs and m aintenance, are charged to profit or loss during the
financial period in which they are incurred.
Right-of-use assets
Accounting policies of right-of-use assets (oth er than prepaid lease payments) are set out in
‘‘Leases’’ below.
Prepaid land lease payments (which meet the definit ion of right-of-use asset s) represent the upfront
payment for long-term land lease in which the payment can be reliably measured. It is stated at cost less
accumulated depreciation and any accumulated imp airment losses. Depreciation is calculated on a
straight-line basis over the term o f the lease/right-of-use except where an alternative basis is more
representative of the time pattern of benefits to be derived by the Group from use of assets.
Intangible assets
Acquired intangible assets are recognised initially a t cost. After initial recognition, intangible assets
with finite useful lives are carried at cost less accumu lated amortisation and any accumulated impairment
losses. Amortisation for intangible assets with finite useful lives is provided on straight-line basis over
their estimated useful lives. Amor tisation commences when the intangi ble assets are available for use. The
useful lives are as follows:
Software 5y e a r s
The assets’ amortisation methods and useful lives are reviewed, and adjusted if appropriate, at the
end of each year for the Track Record Period.
Intangible assets are tested for impairment as de scribed in ‘‘Impairment of non-financial assets’’
below.
APPENDIX I ACCOUNTANTS’ REPORT
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Investment Properties
Investment properties are properties held to earn ren tals and/or for capital ap preciation. Investment
properties include land held for undetermined future use, which is regarded as held for capital
appreciation purpose.
Investment properties also include leased propert ies which are being recognised as right-of-use
assets and subleased by the Group under operating leases.
Investment properties are initially measured at cos t, including any directly attributable expenditure.
Subsequent to initial recognition, investment propert ies are stated at cost less subsequent accumulated
depreciation and any accumulated impairment losses. D epreciation is recognised so as to write off the cost
of investment properties over their estimated useful l ives and after taking into account of their estimated
residual value, using th e straight-line method.
Construction costs incurred for investment prope rties under construction ar e capitalised as part of
the carrying amount of the investment properties under construction.
Research and development
Costs associated with research activities are expensed in profit or loss as they incur. Costs that are
directly attributable to developmen t activities are recognised as intang ible assets provided they meet all of
the following recognition requirements:
(i) demonstration of technical feasibility of th e prospective product for internal use or sale;
(ii) there is intention to complete th e intangible asset and use or sell it;
(iii) the Group’s ability to use or sell t he intangible asset is demonstrated;
(iv) the intangible asset will generate probable economic benefits through internal use or sale;
(v) sufficient technical, financial and othe r resources are available for completion; and
(vi) the expenditure attributable to the i ntangible asset can be reliably measured.
Direct costs include employee co sts incurred on development activities along with an appropriate
portion of relevant overheads. The costs of developm ent of internally generated software, products or
know-how that meet the above recognition criteria are r ecognised as intangible assets. They are subject to
the same subsequent measurement met hod as acquired intangible assets.
All other development costs are expensed as incurred.
Financial instruments
Recognition and derecognition
Financial assets and financial l iabilities are recognised when the Group becomes a party to the
contractual provisions of the financial instrument.
Financial assets are derecognised when the contract ual rights to the cash flows from the financial
asset expire, or when the financial asset and substant ially all of its risks and rewards are transferred. A
financial liability is derecognised when it is exti nguished, discharged, cancelled or expires.
APPENDIX I ACCOUNTANTS’ REPORT
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Financial assets
Classification and initial measurement of financial assets
Except for those trade receivables that do not contain a significant financing component and are
measured at the transaction price in accordance with IFRS 15 ‘‘Revenue from Contracts with Customers’’,
all financial assets are initially measured at fair value, in case of a financial asset not at fair value through
profit or loss (‘‘ FVTPL ’’), plus transaction costs that are direct ly attributable to the acquisition of the
financial asset. Transaction costs of financial as sets carried at FVTPL are expensed in profit or loss.
Financial assets, other than those designated and eff ective as hedging instruments, are classified into
the following categories:
— amortised cost;
—F V T P L ; o r
— Fair value through other comprehensive income (‘‘ FVTOCI ’’).
The classification is determined by both:
— the Group’s business model for managing the financial asset; and
— the contractual cash flow charact eristics of the financial asset.
Subsequent measurement of financial assets
Debt instruments
Financial assets at amortised cost
Financial assets are measured at amortised cost if the assets meet the following conditions (and are
not designated as FVTPL):
— they are held within a business model whose obj ective is to hold the financial assets and collect
its contractual cash flows; and
— the contractual terms of the financial assets gi ve rise to cash flows that are solely payments of
principal and interest on the principal amount outstanding.
After initial recognition, these are measured at amortised cost using the effective interest method.
Interest income from these financial assets is incl uded other income in profit or loss. Discounting is
omitted where the effect of discounting is immaterial. T he Group’s restricted bank deposits, time deposits,
cash and cash equivalents, trade and notes receivables, other receivables fall into this category of financial
instruments.
APPENDIX I ACCOUNTANTS’ REPORT
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Financial assets at FVTOCI — recycling
If the contractual cash flows of the financial a ssets comprise solely payments of principal and
interest and are held within a business model whose objective is achieved by both the collection of
contractual cash flows and sale, subsequent change s in fair value are recognised in other comprehensive
income, except for the recognition in profit or loss of expected credit loss (‘‘ ECL’’), interest income
(calculated using the effective interest method) and foreign exchange gains and losses. When the
investment is derecognised, the amount accumulate d in other comprehensive income is recycled from
equity to profit or loss.
Financial assets at FVTPL
Financial assets that are held within a different bus iness model other than ‘‘hold to collect’’ or ‘‘hold
to collect and sell’’ are categorised at FVTPL. Furth er, irrespective of business model, financial assets
whose contractual cash flows are not solely paymen ts of principal and interest are accounted for at
FVTPL. All derivative financial in struments fall into this categor y, except for those designated and
effective as hedging instruments, for which the h edge accounting requirements under IFRS 9 apply.
Equity instruments
An investment in equity securities is classified as FVTPL unless the equity investment is not held for
trading purposes and on initial recognition of the inve stment, the Group elects to d esignate the investment
at FVTOCI (non-recycling) such that subsequent changes in fair value are recognised in other
comprehensive income and accumulated in ‘‘other comprehensive income reserve’’ in equity. Such
elections are made on an instrumen t-by-instrument basis but only be m ade if the investment meets the
definition of equity from the issuer’s perspective.
The equity instruments at FVTOCI are not subject to impairment assessment. The cumulative gain
or loss in ‘‘other comprehensive income reserve’’ wil l not be reclassified to profit or loss upon disposal of
the equity investments and will be transferred to retained earnings.
Dividends from these investments in equity instru ments are recognised in profit or loss when the
Group’s right to receive the dividends is established, unless the dividends clearly represent a recovery of
part of the cost of the investment. Dividends are i ncluded in ‘‘other income’’ in profit or loss.
Impairment of financial assets
IFRS 9’s impairment requirements use forward- looking information to recognise ECL — the ‘‘ECL
model’’. Instruments within the scope include d cash and bank deposits, trade receivables, notes
receivables, and other financial assets measured at amortised cost.
The Group considers a broader range of informatio n when assessing credit risk and measuring ECL,
including past events, current conditions, reasona ble and supportable forecast s that affect the expected
collectability of the future cash flows of the instrument.
APPENDIX I ACCOUNTANTS’ REPORT
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In applying this general model approa ch, a distinction is made between:
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 ri sk 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 impair ed) and for which the loss allowance is
measured at an amount equal to lifetime ECLs.
Measurement of the ECL is determined by a probabili ty-weighted estimate of credit losses over the
expected life of the financial instrument.
Cash and bank deposits
Cash and bank deposits are considered to have low credit risk because the counterparties are banks
and have a low risk of default, and have a strong capaci ty to meet its contractual cash flow obligations in
the near term. Cash and bank deposits are also subj ect to the impairment requirements of IFRS 9, while
the identified credit loss was immaterial.
Trade receivables and notes receivables
For trade and notes receivables, the Group applie s a simplified approach in calculating ECL and
recognises a loss allowance based on lifetime ECL at the end of each year for the Track Record Period.
These are the expected shortfalls in contractual cas h flows, considering the potential for default at any
point during the life of the financial assets. In calcu lating the ECL, the Group has established a provision
matrix that is based on its historical credit loss experience and external indicators, adjusted for
forward-looking factors specific to the debtors and the economic environment.
To measure the ECL, except for trade and notes r eceivables with significant outstanding balances
which are assessed individually, the remaining tr ade and notes receivables have been grouped based on
shared credit risk characteristics.
For notes receivables measured at FVTOCI, th e Group assumes that the credit risk on notes
receivables measured at FVTOCI has not increased sig nificantly since initial recognition if the notes
receivables measured at FVTOCI is determined to have low credit risk at the end of each reporting period.
Notes receivables measured at FVTOCI is determined to have low credit risk if it has a low risk of default,
the borrower has strong capacity to meet its contra ctual cash flow obligations in the near term and
adverse changes in economic and business conditions in the longer term may, but will not necessarily,
reduce the ability of the borrower to fulfil i ts contractual cash flow obligations.
Other receivables and other financial assets measured at amortised cost
The Group measures the loss allowance for other receivables equal to 12-month ECL, unless when
there has been a significant increase in credit risk since initial recogniti on, in which case the Group
recognises lifetime ECL. The assessment of whe ther lifetime ECL should be recognised is based on
significant increase in the likelihood of risk of default occurring since initial recognition.
APPENDIX I ACCOUNTANTS’ REPORT
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In assessing whether the credit risk has increased s ignificantly since initial recognition, the Group
compares the risk of a default occurring on the financial assets at the end of each year for the Track
Record Period with the risk of default occurring on the f inancial assets at the date of initial recognition. In
making this assessment, the Group considers both quantitative and qualitative information that is
reasonable and supportable, includi ng historical experience and for ward-looking information that is
available without undue cost or effort.
In particular, the following information is taken into account when assessing whether credit risk has
increased significantly:
— an actual or expected significant deteriorati on in the financial instrument’s external (if
available) or internal credit rating,
— significant deterioration in ext ernal market indicators of credit risk, e.g., a significant increase
in the credit spread and the credit default swap prices for the debtor;
— existing or forecast adverse changes in regulat ory, business, financial, economic conditions, or
technological environment that are expected to cause a significant decrease in the debtor’s
ability to meet its debt obligations; and
— an actual or expected significant deteriora tion in the operating results of the debtor.
For internal credit risk management, the Gr oup considers an event of default occurs when
information developed internally or obtained from ext ernal sources indicates that the debtor is unlikely to
pay its creditors, including the Group, in full (wit hout taking into account any collateral held by the
Group).
Detailed analysis of the ECL assessment of trad e and notes receivables, contract assets, other
financial assets measured at amortised cost and tra de and notes receivables measured at FVTOCI are set
out in Note 42.
Financial liabilities
Classification and measurem ent of financial liabilities
The Group’s financial liabilities include trade a nd notes payables, other payables and accruals,
borrowings, financial liability at FVTPL and lease liabilities.
Financial liabilities (other than lease liabilities) are initially measured at fair value, and, where
applicable, adjusted for transaction costs unless t he Group designated a financial liability at FVTPL.
Subsequently, financial liabilitie s (other than lease liabilities) ar e measured at amortised cost using
the effective interest method except for derivatives which are not designated as hedging instruments in
hedge relationships and financial liabilities desig nated at FVTPL, which are carried subsequently at fair
value with gains or losses r ecognised in profit or loss.
All interest-related charges and, if applicable, cha nges in an instrument’s fair value that are reported
in profit or loss are included in finance costs or other income.
Accounting policies of lease liabilit ies are set out in ‘‘Leases’’ below.
APPENDIX I ACCOUNTANTS’ REPORT
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Financial liabilities at FVTPL
Financial liabilities are classified as at FVTPL when the financial liability is (i) contingent
consideration of an acquirer in a business combinati on to which IFRS 3 applies, (ii) held for trading or
( i i i )i ti sd e s i g n a t e da sa tF V T P L .
A financial liability is held for trading if:
— it has been acquired principally for the pur pose of repurchasing it in the near term; or
— on initial recognition it is part of a portfolio of identified financial ins truments that the Group
manages together and has a recent actual pattern of short-term profit-taking; or
— it is a derivative, except for a derivative that is a financial guarantee contract or a designated
and effective hedging instrument.
A financial liability other than a fi nancial liability held for trading or contingent consideration of an
acquirer in a business combination may be designated as at FVTPL upon initial recognition if:
— such designation eliminates or significantly reduces a measurement or recognition
inconsistency that would otherwise arise; or
— the financial liability forms part of a group of fi nancial assets or financ ial liabilities or both,
which is managed and its performance is evaluated on a fair value basis, in accordance with
the Group’s documented risk management or inve stment strategy, and information about the
grouping is provided internally on that basis; or
— it forms part of a contract containing one or mo re embedded derivatives, and IFRS 9 permits
the entire combined contract to be designated as at FVTPL.
Borrowings
Borrowings are recognised initially at fair value, net of transaction costs. Borrowings are
subsequently stated at amortised c ost; any difference between the proceeds (net of transaction costs)
and the redemption value is recognised in profit or loss over the period of the borrowings using the
effective interest method.
Borrowings are classified as current liabilities unless the Group has an unconditional right to defer
settlement of the liability for at least 12 months after the end of the reporting period.
Trade and notes payables, other payables and accruals
Trade and notes payables, other payables and accruals are recognised initially at their fair value and
subsequently measured at amortised cos t, using the effect ive interest method.
Inventories
Inventories are carried at the lower of cost and net realisable value. Net realisable value is the
estimated selling price in the ordinary course of business less the estimated cost of completion and
applicable selling expenses. Cost is determined using the weighted average basis, and in the case of
semi-finished goods and finished goods, comprise d irect materials, direct labour and an appropriate
proportion of overheads.
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Cash and cash equivalents
Cash and cash equivalents include cash at bank an d in hand, demand deposits with banks and short
term highly liquid investments with o riginal maturities of three months or less that are readily convertible
into known amounts of cash and which are subject t o an insignificant risk of changes in value.
Bank balances for which use by the Group is subject to third party contractual restrictions are
included as part of cash unless the restrictions result in a bank balance no longer meeting the definition of
cash. Contractual restrictions affecting use of bank balances are disclosed in Note 26.
Leases
Definition of a lease and the Group as a lessee
At inception of a contract, the Group considers whe ther a contract is, or contains a lease. A lease is
defined as ‘‘a contract, or part of a contract, tha t conveys the right to use an identified asset (the
underlying asset) for a period of time in exchange for c onsideration’’. To apply this definition, the Group
assesses whether the contract meets t hree key evaluations which are whether:
. the contract contains an identified asset, which i s either explicitly identified in the contract or
implicitly specified by being identified at t he time the asset is made available to the Group;
. the Group has the right to obtain substantially all of the economic benefits from use of the
identified asset throughout the period of use, c onsidering its rights within the defined scope of
the contract; and
. the Group has the right to direct the use of the identified asset throughout the period of use.
The Group assesses whether it has the right to direct ‘how and for what purpose’ the asset is
used throughout the period of use.
Measurement and recognition of leases as a lessee
At lease commencement date, the Group recognises a right-of-use asset and a lease liability on the
consolidated statements of financial position. The r ight-of-use asset is measur ed at cost, which is made up
of the initial measurement of the lease liability, any initial direct costs incurred by the Group, an estimate
of any costs to dismantle and remove the underlying asset at the end of the lease, and any lease payments
made in advance of the lease commencement date (net of any lease incentives received).
The Group depreciates the right-of-use assets on a s traight-line basis from t he lease commencement
date to the earlier of the end of the useful life of the ri ght-of-use asset or the end of the lease term unless
the Group is reasonably certain to obtain ownership at the end of the lease term. The Group also assesses
the right-of-use asset for impairment when such indicator exists.
At the commencement date, the Group measures the l ease liability at the present value of the lease
payments unpaid at that date, discounted using the inte rest rate implicit in the lease or, if that rate cannot
be readily determined, the Group’ s incremental borrowing rate.
Lease payments included in the measurement of t he lease liability are made up of fixed payments
(including in-substance fixed payments) less any le ase incentives receivable, variable payments based on
an index or rate, and amounts expected to be payable under a residual value guarantee.
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Subsequent to initial measureme nt, the liability wil l be reduced for lease payments made and
increased for interest cost on the lease liability. I t is remeasured to reflect any reassessment or lease
modification, or if there are changes in in-substance fixed payments.
The Group remeasures lease liabilities whenever:
. there are changes in lease term or in the assessment of exercise of a purchase option, in which
case the related lease liability is remeasured by discounting the revise d lease payments using a
revised discount rate at the date of reassessment.
. the lease payments change due to changes in market rental rates following a market rent
review/expected payment under a guaranteed re sidual value, in which cases the related lease
liability is remeasured by discounting the revi sed lease payments using the initial discount
rate.
For lease modification that is not accounted for as a separate lease, the Group remeasures the lease
liability based on the lease term of the modified lease by discounting the revised lease payments using a
revised discount rate at the eff ective date of modification.
When the lease is remeasured, the corresponding adju stment is reflected in the right-of-use asset, or
profit or loss if the right-of-use asset is already reduced to zero.
The Group has elected to account for short-term leases and leases of low-value assets using the
practical expedients. Instead of recognising a right-of-use asset and lease liability, the payments in relation
to these leases are recognised as an expense in profit or loss on a straight-line basis over the lease term.
Short-term leases are leases with a lease term of 12 months or less.
Provisions and contingent liabilities
Provisions are recognised when the Group has a pres ent obligation (legal or constructive) as a result
of a past event, and it is probable that an outflow of economic benefits will be required to settle the
obligation and a reliable estimate of the amount of th e obligation can be made. Where the time value of
money is material, provisions are stated at the pres ent value of the expenditure expected to settle the
obligation.
All provisions are reviewed at the end of each yea r for the Track Record Period and adjusted to
reflect the current best estimate.
Where it is not probable that an outflow of econom ic benefits will be required, or the amount cannot
be estimated reliably, the obligation is disclosed as a contingent li ability, unless the probability of outflow
of economic benefits is remote. Possible obligat ions, whose existence will only be confirmed by the
occurrence or non-occurrence of one or more future un certain events not wholly within the control of the
Group, are also disclosed as continge nt liabilities unless the probabili ty of outflow of economic benefits is
remote.
An onerous contract exists when the Group has a contract under which the unavoidable costs of
meeting the obligations under the contract exceed the economic benefits expected to be received from the
contract. Provisions for onerous contracts are meas ured at the present value of the lower of the expected
cost of terminating the contract and the net cost of ful filling the contract (which includes both incremental
costs and an allocation of other costs that re late directly to fulfilling that contract).
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Contingent liabilities assumed in a business combina tion which are present obligations at the date of
acquisition are initially recognised at fair value, provided the fair value can be reliably measured. After the
initial recognition at fair value, such contingent li abilities are recognised at the higher of the amount
initially recognised, less accumulated amortisat ion where appropriate, and the amount that would be
recognised in a comparable provision as described a bove. Contingent liabilities assumed in a business
combination that cannot be reliably fair valued or wer e not present obligations at the date of acquisition
are disclosed as per above.
Share capital
Share capital are classified as e quity. Share capital is recognised at the amount of consideration of
shares issued, after deducting any t ransaction costs associated with the issue of shares (net of any related
income tax benefit) to the extent they are incremental costs directly attributable to the equity transaction.
Revenue recognition
Revenue mainly arises from sales of l ithium-ion battery separator;
To determine whether to recognise reve nue, the Group follows a 5-step process:
1. Identifying the contract with a customer
2. Identifying the performance obligations
3. Determining the transaction price
4. Allocating the transaction pric e to the performance obligations
5. Recognising revenue when or as perf ormance obligations are satisfied
In all cases, the total transaction price for a contra ct is allocated amongst the various performance
obligations based on their relative st and-alone selling prices. The trans action price for a contract excludes
any amounts collected on behalf of third parties.
Revenue is recognised either at a point in time, whe n the Group satisfies performance obligations by
transferring the promised goods or services to its customers.
Revenue from sale of goods
Revenue from sale of goods between the Group an d its customers generally only includes a
performance obligation for the transfer of goods, whi ch is recognised when the performance obligation
has been satisfied at a point in time.
Revenue for domestic sale of goods is recognised when the Group has delivered the products to the
customers in accordance with the contract terms and has received acceptance and other proof of receipt
from the customers.
Revenue for overseas sale of goods is recognised wh en the Company has obtained export-related
documents such as the customs declaration form after completing export customs clearance and shipping
the goods offshore.
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Government grants
Grants from the government are recognised at thei r fair value where there is a reasonable assurance
that the grant will be received and the Group will comp ly with all attached conditi ons. Government grants
are deferred and recognised in profit or loss over th e period necessary to match them with the costs that
the grants are intended to compensate. Government gr ants relating to the purchase of assets are included
in liabilities and are recognised in profit or loss on a straight-line basis over the expected lives of the
related assets.
Impairment of non-financial assets
The following assets are subject to impairment testing:
. Intangible assets;
. Property, plant and equipment;
. Right-of-use assets; and
. The Company’s investments in subsidia ries, associates and joint venture.
Assets with indefinite useful life or those not yet a vailable for use are tested for impairment at least
annually, irrespective of whether ther e 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.
An impairment loss is recognised as an expense i mmediately for the amount by which the asset’s
carrying amount exceeds its recoverable amount. Recovera ble amount is the higher of fair value, reflecting
market conditions less costs of disposal, and value in us e. 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
assessment of time value of money and the risk specific to the asset.
For the purpose of assessing impairment, where an asset does not generate cash inflows largely
independent of those from other assets, the recove rable amount is determined for the smallest group of
assets that generate cash inflows independently (i .e., a CGU). As a result, some assets are tested
individually for impairment and some are tested at CGU l evel. Corporate assets are allocated to individual
CGUs, when a reasonable and consistent basis of all ocation can be identified, or otherwise they are
allocated to the smallest group of CGUs for which a r easonable and consistent allocation basis can be
identified.
Impairment losses recognised for CGUs, to which goodw ill has been allocated, are credited initially
to the carrying amount of goodwill. Any remaining impa irment loss is charged pro rata to the other assets
in the CGU, except that the carrying value of an asset w ill not be reduced below its individual fair value
less cost of disposal, or value in use, if determinable.
An impairment loss on goodwill is not reversed in subsequent periods. In respect of other assets, an
impairment loss is reversed if there has been a favourable change in the estimates used to determine the
asset’s recoverable amount and only to the extent that the asset’s carrying amount does not exceed the
carrying amount that would have been determined, net of depreciation or amortis ation, if no impairment
loss had been recognised.
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Employee benefits
Short-term employee benefits
Salaries, discretionary bonuses, p aid annual leave and the cost of non- monetary benefits are accrued
and recognised in the year in which the associated services are rendered by employees. Where payment or
settlement is deferred and the effect would be materia l, these amounts are stated at their present values.
Retirement benefits
Pension scheme
Retirement benefits to employees are provided t hrough defined contribution plans. The employees
of the Group’s subsidiaries which operate in the PRC are required to participate in a central pension
scheme operated by the local municipal government. This subsidiary is require dt oc o n t r i b u t eac e r t a i n
percentage of its payroll costs to the central pensio n scheme. Contributions are recognised as an expense
in profit or loss as employees render services during the year. The Group’s obligations under these plans
are limited to the fixed percentage contributions payable.
Housing funds, medical insurances and other social insurances
Employees of the Group in the PRC are entitled to p articipate in various government-supervised
housing funds, medical insurance and other employee s ocial insurance plan. The Group contributes on a
monthly basis to these funds based on certain percen tages of the salaries of the employees, subject to
certain ceiling. The Group’s liability in respect of the se funds is limited to the contributions payable in
each year. Contributions to the housing funds, medic al insurances and other social insurances are
expensed is incurred.
Termination benefits
Termination benefits are recognised at the ear lier of when the Group can no longer withdraw the
offer of those benefits and when the Group recognises restructuring costs involving the payment of
termination benefits.
Share-based employee compensation
The Group operates share-based compensation plans for remuneration of its employees including
share award schemes.
All employee services received in exchange for th e grant of any share-based compensation are
measured at their fair values. These are indirectly de termined by reference to the fair value of the equity
instruments granted. This fair value is appraise d at the grant date and excludes the impact of any
non-market vesting conditions (for ex ample, profitability and sales g rowth targets and performance
conditions).
All share-based compensation is recognised as an ex pense in profit or loss over the vesting period if
vesting conditions apply, or recognised as an expense i n full at the grant date when the equity instruments
granted vest immediately unless the compensation qualifies for recogn ition as asset, with a corresponding
increase in the ‘‘capital reserve’’ in equity. If vesti ng conditions apply, the expense is recognised over the
vesting period based on the best available estimate o f the number of equity instruments expected to vest.
Non-market vesting conditions are included in assump tions about the number of equity instruments that
are expected to become exercisable. Estimates are subs equently revised, if there is any indication that the
number of equity instruments expected to vest diff ers from previous estimates. Any adjustment to
cumulative share-based compensation resulting from a revision is recognised in the current period.
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Borrowing costs
Borrowing costs incurred, net of any investment income earned on the temporary investment of the
specific borrowings, for the acquisi tion, construction or production of an y qualifying asset are capitalised
during the period of time that is required to compl ete and prepare the asset for its intended use. A
qualifying asset is an asset which necessarily takes a substantial period of time to get ready for its intended
use or sale. Other borrowing costs are expensed when incurred.
Borrowing costs are capitalised as part of the c ost of a qualifying asset when expenditure for the
asset is being incurred, borrowing costs are being incurred and activi ties that are necessary to prepare the
asset for its intended use or sale are being undertake n. Capitalisation of borrowing costs ceases when
substantially all the activities necessary to prepar e the qualifying asset for its intended use or sale are
complete.
Accounting for income taxes
Income tax comprises current tax and deferred income tax.
Current income tax assets and/or liabilities com prise those obligations to, or claims from, fiscal
authorities relating to the current or prior reporti ng period, that are unpaid at the end of the reporting
period. They are calculated according to the tax rates and tax laws applicable to the fiscal periods to which
they relate, based on the taxable profit for the year. All changes to current tax assets or liabilities are
recognised as a component of tax expense in profit or loss.
Deferred income tax is calculated using the liability method on temporary differences at the end of
the reporting period between the carrying amounts of ass ets and liabilities in the financial statements and
their respective tax bases. Deferred income tax liab ilities are generally recognised for all taxable
temporary differences. Deferred income tax assets ar e recognised for all deductible temporary differences,
tax losses available to be carried forward as well a s other unused tax credits, to the extent that it is
probable that taxable profit, including existing taxa ble temporary differences, will be available against
which the deductible temporary differences, unused tax losses and unused tax credits can be utilised.
Deferred income tax assets and liabilities are not r ecognised if the temporary difference arises from
goodwill or from initial recognition (other than in a bu siness combination) of as sets and liabilities in a
transaction that affects neither taxable nor accoun ting profit or loss and does not give rise to equal
taxable and deductible temporary differences.
Deferred income tax liabilities are recognised for taxable temporary differences arising on
investments in subsidiaries, associates and joint v enture, except where the Group is able to control the
reversal of the temporary differences and it is probabl e that the temporary differences will not reverse in
the foreseeable future.
For leasing transactions in which the tax deducti ons are attributable to the lease liabilities, the
Group applies the requirements in IAS 12 to the lease liabilities and the related assets separately. The
Group recognises a deferred income tax asset related to the lease liabiliti es to the extent that it is probable
that taxable profit will be available against which the deductible temporary difference can be utilised and a
deferred income tax liability for all taxable temporary differences.
Deferred income tax is calculated, without discounting, at tax rates that are expected to apply in the
period the liability is settled or the asset realised, pr ovided they are enacted or substantively enacted at the
end of each year for the Track Record Period.
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Changes in deferred income tax assets or liabilities are recognised in profit or loss, or in other
comprehensive income or directly in equity if they re late to items that are charged or credited to other
comprehensive income or directly in equity.
When different tax rates apply to different levels of taxable income, deferred income tax assets and
liabilities are measured using the average tax rates that are expected to apply to the taxable income of the
periods in which the temporary differences are expected to reverse.
The determination of the average tax rates require s an estimation of (i) when the existing temporary
differences will reverse and (ii) the amount of future taxable profit in those years. The estimate of future
taxable profit includes:
— income or loss excluding reversals of temporary differences; and
— reversals of existing temporary differences.
Current tax assets and current tax liabilities are presented in net if, and only if,
(a) the Group has the legally enforceable right to set off the recognised amounts; and
(b) intends either to settle on a net basis, or t o realise the asset and settle the liability
simultaneously. The Group presents deferr ed income tax assets and deferred income tax
liabilities in net if, and only if,
(a) the entity has a legally enforceable right to set off current tax assets against current tax
liabilities; and
(b) the deferred income tax assets and the deferre d income tax liabilities relate to income taxes
levied by the same taxation authority on either:
(i) the same taxable entity; or
(ii) different taxable entities which intend eithe r to settle current tax lia bilities and assets on
a net basis, or to realise the assets and settle t he liabilities simultaneously, in each future
period in which significant amounts of defer red income tax liabilities or assets are
expected to be settled or recovered.
4. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
The preparation of Historical Financial Informati on requires the use of accounting estimates which, by
definition, will seldom equal the actu al results. Management also needs to exercise judgement in applying the
Group’s accounting policies.
Estimates and judgements are continually evaluated . They are based on historical experience and other
factors, including expectations of future events that may have a financial impact on the entity and that are
believed to be reasonable under the circumstances. The es timates and judgements that have a significant risk of
causing a material adjustment to the c arrying amounts of assets a nd liabilities within the n ext financial year are
addressed below.
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Impairment of financial assets
The loss allowances for financial assets are based on assumptions about risk of default and expected
loss rates. The Group uses judgement in making these assumptions and selecting the inputs to the
impairment calculation, based on the Group’s pas t history, existing market conditions, as well as
forward-looking estimates at the end of each year for the Track Record Period. Details of the key
assumptions and inputs used are disclosed in the tables in Note 42.
Inventory provision
Inventories are stated at the lower of cost and net realisable value. The net realisable value is the
estimated selling price in the ordi nary course of business less the esti mated costs of completion and the
estimated costs necessary to make the sale. Even though the management of the Group has made the best
estimate about the inventory write-down loss predict ed to occur and provided allowance for write-down,
the write-down assessment may still be significa ntly changed due to the change of market situation.
Fair value of financial assets at FVTPL
The fair value of financial assets that are not tr aded in an active market is determined by using
valuation techniques. The Group uses its judgement t o select a variety of methods and make assumptions
that are mainly based on market conditions existing at the end of each year for the Track Record Period.
Changes in these assumptions and estimates could mat erially affect the respective fair value of these
investments. Details of the assumptions and estimat es in determination of the fair value is disclosed in
Note 41.
Income taxes and deferred income taxations
There are many transactions and events for which t he ultimate tax determination is uncertain during
the ordinary course of business. Significant judge ments are required from the Group in determining the
provisions for income taxes. Where the final tax outcome of these matters is different from the amounts
that were initially recorded, such differences will impact the income tax and deferred income tax
provisions in the period in which such determination is made.
The Group recognises deferred income tax assets b ased on estimates that it is probable to generate
sufficient taxable profits in the for eseeable future against which the deduc tible losses will be utilised. The
recognition of deferred income tax assets mainly involves management’s judgements and estimations
about the timing and the amount of taxable profits of the companies who has tax losses.
Recognition of share-based compensation expenses
As disclosed in Note 32, the Group granted shares to the Group’s employees, which are viewed as
share-based payment transaction in substance. T hese transactions resulted in the recognition of
Share-based compensation expenses.
The directors of the Company calculate the fair val ue of each awarded restricted shares based on the
most recent transaction price of the Company’s sha res at the grant date. Significant estimate on
assumptions was made based on management’s best estimates.
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Impairment of property, plant and equipment, intangible a ssets with finite useful lives and right-of-use assets
Property, plant and equipment, intangible assets wi th finite useful lives and right-of-use assets are
stated at costs less accumulated depreciation or amo rtisation and impairment, if any. In determining
whether an asset is impaired, the Group has to exercis e judgement and make estim ation, particularly in
assessing: (1) whether an event has occurred or any ind icators that may affect the asset value; (2) whether
the carrying amount of an asset can be supported by t he recoverable amount, in the case of value in use,
the net present value of future cash flows which ar e estimated based upon the continued use of the asset;
and (3) the appropriate key assumptions to be applie d in estimating the recoverable amounts including
cash flow projections and an appropriate discount rate. W hen it is not possible to estimate the recoverable
amount of an individual asset (incl uding right-of-use assets), the Gro up estimates the recoverable amount
of the CGU to which the assets belongs. Changing th e assumptions and estimates, including the discount
rates or the growth rate in the cash flow projections , could materially affect the net present value used in
the impairment test.
Leases — Estimating the incremental borrowing rate
The Group cannot readily determine the interest ra te implicit in a lease, and therefore, it uses an
incremental borrowing rate (‘‘ IBR’’) to measure lease liabilities. The IBR is the rate of interest that the
Group would have to pay to borrow over a similar term, and with a similar security, the funds necessary to
obtain an asset of a similar value to the right-of-u se asset in a similar economic environment. The IBR
therefore reflects what the Group ‘‘would have to pay’ ’, which requires estimation when no observable
rates are available (such as for subsidiaries that do not enter into financing transactions) or when it needs
to be adjusted to reflect the terms and conditions of the lease. The Group estimates the IBR using
observable inputs (such as market interest rates) when available and is required to make certain
entity-specific estimates (such as the s ubsidiary’s stand-al one credit rating).
5. REVENUE AND SEGMENT INFORMATION
The Group’s principal activities are disclosed in Note 1 to the Historical Financial Information.
The Group derives revenue from the transfer of goods at a point in time were analysed as follows:
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Type of goods
— Sale of lithium-ion battery separ ators 2,981,863 3,506,153 4,076,845
All revenue from contracts with customers within th e scope of IFRS 15 are recognised at a point in time.
The Group has applied the practical expedient in par agraph 121 of IFRS 15 to its sales of lithium-ion battery
separators such that it does not disclose the informati on about its remaining performance obligations as the
contracts have an original expected duration of one year or less.
The operating segment is reported in a manner consiste nt with the internal reporting provided to the chief
operating decision maker (the ‘‘ CODM ’’). The Group’s management reviews the performance of the Group as a
single operating segment based on the internal organis ation structure, management requirements and internal
reporting system. Accordingly, only en tity-wide disclos ure, along with the Group’s result and financial position
as a whole, major customers and geogr aphic information are presented.
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Geographical information
The following table sets out the information about the geographical location of the Group’s revenue
from external customers. The geographical locatio n of customers is based on the location at which the
goods are delivered.
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Revenue from external customers
— Mainland China 2,512,646 3,105,179 3,508,624
— Other countries/regions 469,217 400,974 568,221
2,981,863 3,506,153 4,076,845
The geographical location of the Group’s non-curr ent assets (excluding deferred income tax assets
and financial assets), mainly comprised of the prope rty, plant and equipment, is based on the physical
location of these assets. As at the end of each year for the Track Record Period, the geographical location
of the Group’s non-current assets are as follows.
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Non-current assets (excl uding deferred income tax
assets and financial assets)
— Mainland China 9,613,343 11,573,991 10,903,647
— Sweden 818,411 1,804,924 2,700,168
— Malaysia — 1,418,128 3,879,108
— the United States — 395,430 864,138
— Other countries/regions 19,576 258,714 117,612
10,451,330 15,451,187 18,464,673
Information about major customers
Revenue derived from customers individually c ontributed over 10% of the Group’s revenue during
the Track Record Period is as follows:
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Customer A 795,237 460,389 510,900
Customer B N/A
* N/A* 669,491
Customer C 367,031 373,020 453,785
Customer D N/A
* N/A* 474,778
1,162,268 833,409 2,108,954
* The corresponding revenue for the customer didn’t contribute over 10% of the total revenue
of the Group during the year.
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The group of entities under common control of a reporting entity are considered as a single
customer.
6. OTHER INCOME
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Government grants (Note) 101,801 84,463 99,736
Value-added tax (VAT) reduction 8,800 11,330 7,471
Interest income 88,776 66,283 55,344
Rental income 6,513 13,045 14,079
Others 7,404 7,745 7,317
213,294 182,866 183,947
Note:
During the Track Record Period, government grants without unfulfilled condition or contingencies were
approximately RMB75,081,000, RMB 50,619,000 and RMB46,470, 000, respectively.
During the Track Record Period, the amount of amo rtisation of deferred government grants were
approximately RMB26,720,000, RMB33,844,000, and RMB53,266,000, respectively.
7. OTHER (LOSSES) AND GAINS, NET
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Investment income of financial assets at FVTPL 38,720 20,175 85,995
Net foreign exchange gains 1,019 27,138 11,390
Net fair value gains/(losses) on financial assets and
liabilities at FVTPL 3,636 (9,666) 6,418
Net losses on disposal of property, plant and equipment (850) (2,248) (18,946)
Loss on write-off of inventories — — (29,709)
Settlement expenses for litigation (Note) (107,657) — —
Impairment loss on property, plant and equipment
(Note 14) — — (30,447)
Others 1,820 1,079 (6,074)
(63,312) 36,478 18,627
Note:
Prior to the Track Record Period, the Group and its s ubsidiaries received litigations against them in the
United States (‘‘US’’) and the United Kingdom (‘‘UK’’) by a competitor for alleged infringement, illegal
acquisition of trade secrets, and unfair competiti on. The competitor requested the US and UK courts to
grant injunction for the Group from selling related products in the relevant markets and to determine
appropriate compensation based on the judgement. Th e Group has also filed charges of infringement and
unfair competition against this and oth er competitors in the Chinese courts.
APPENDIX I ACCOUNTANTS’ REPORT
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In order to avoid lengthy legal proceedings occupying the resources of the Group and hindrance in the
Group’s normal business development in the relevant m arkets, settlement agreement was finally reached
with the competitor and where the Group would p ay the competitor approximately USD15 million,
(RMB107,657,000 in equivalent), and all parties comp leted the withdrawal of all legal proceedings in
November 2023 and mutually authorised the use of relevan t intellectual property rights, the settlement
was paid in April 2024.
8. EXPENSES BY NATURE
Expenses included in cost of sales, research and deve lopment expenses, selling expenses and general and
administrative expenses are analysed as follows:
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Raw materials consumed and sales/consumption of finished
goods and semi-finished goods 803,792 1,363,975 1,503,954
Depreciation of propert y, plant and equipment (Note 14) 445,559 598,297 864,575
Depreciation of right-of-use assets (Note 15) 4,485 9,534 17,735
Amortisation of intangible assets (Note 16) 1,397 1,489 2,953
Net impairment losses recognised on inventories 19,142 3,242 17,286
Employee benefit expenses 467,325 514,137 721,473
Share-based payment expenses (Note 9) 4,811 11,982 39,906
Energy and fuel costs 236,767 318,246 444,705
Logistics fees 49,944 75,166 72,772
Official and travel expenses 53,093 52,394 55,837
Tax and surcharges 28,256 34,964 47,877
Legal and professional fees 116,643 34,388 37,065
Listing expense — — 974
Auditor’s remuneration 1,800 1,800 1,800
Others 70,503 102,217 117,622
2,303,517 3,121,831 3,946,534
9. EMPLOYEE BENEFIT EXPENSES
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Salaries, allowances, discret ionary bonuses and benefits in
kind 549,432 637,713 821,648
Retirement scheme contributions 29,866 38,404 44,451
Share-based compensation expenses 4,811 11,982 39,906
584,109 688,099 906,005
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(a) Directors’, chief executive’ s and supervisors’ emoluments
Directors’, chief executive’s and supervisors’ emoluments for the Track Record Period, disclosed
pursuant to the applicable Listing Rules and the Hong Kong Companies Ordinance, are as follows:
Fees
Salaries,
allowances,
discretionary
bonuses and
benefits in
kind
Retirement
scheme
contributions
Share-based
compensation
expenses Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Year ended 31 December 2023
Executive directors
Prof. Chen Xiufeng
(Chief executive) — 2,313 37 — 2,350
Mr. Wang Changhong (Note (a)) — 1,229 30 47 1,306
Mr. Wang Yongguo (Note (b)) — 254 — 42 296
Mr. Zhu Bide — 80 — — 80
Dr. ZHANG XIAOMIN
(Note (c)) — 1,076 17 — 1,093
Mr. Liu Rui (Note (d)) — 872 32 48 952
Independent non-executive directors
Dr. Ju Xuecheng (Note (g)) 8 0———8 0
Mr. Wang Wenguang (Note (e)) 8 0———8 0
Dr. Lin Zhiwei 80 — — — 80
Ms. Sun Zhenzhen (Note (f)) —————
Supervisors
Mr. Ding Zhiqiang — 267 — — 267
Mr. Li Bo — 549 20 — 569
Ms. He Yanli — 323 12 — 335
240 6,963 148 137 7,488
Year ended 31 December 2024
Executive directors
Prof. Chen Xiufeng
(Chief executive) — 2,442 52 — 2,494
Mr. Zhu Bide — 80 — — 80
Dr. ZHANG XIAOMIN — 1,272 19 — 1,291
Mr. Liu Rui — 1,424 29 475 1,928
Independent non-executive directors
Dr. Ju Xuecheng (Note (g)) 5 3———5 3
Dr. Tang Changjiang (Note (h)) 2 0———2 0
Dr. Lin Zhiwei 80 — — — 80
Ms. Sun Zhenzhen (Note (f)) 8 0———8 0
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Fees
Salaries,
allowances,
discretionary
bonuses and
benefits in
kind
Retirement
scheme
contributions
Share-based
compensation
expenses Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Supervisors
Mr. Ding Zhiqiang — 639 — — 639
Mr. Li Bo — 309 21 — 330
Ms. He Yanli — 387 13 — 400
233 6,553 134 475 7,395
Year ended 31 December 2025
Executive directors
Prof. Chen Xiufeng
(Chief executive) — 1,622 57 — 1,679
Mr. Zhu Bide — 80 — — 80
Dr. ZHANG XIAOMIN — 1,165 20 — 1,185
Mr. Liu Rui (Note (d)) — 399 15 445 859
Dr. Xu Liqiang (Note (i)) — 397 15 (163) 249
Independent non-executive directors
Dr. Tang Changjiang (Note (h)) 8 0———8 0
Dr. Lin Zhiwei 80 — — — 80
Ms. Sun Zhenzhen 80 — — — 80
Supervisors
Mr. Ding Zhiqiang (Note (j)) —5 2——5 2
Mr. Li Bo (Note (j)) — 168 11 — 179
Ms. He Yanli (Note (j)) — 141 7 — 148
240 4,024 125 282 4,671
Notes:
(a) Mr. Wang Changhong resigned as an executive director of the Company upon expiry of his
term of office on 29 December 2023;
(b) Mr. Wang Yongguo resigned as an executive director of the Company upon expiry of his term
of office on 29 December 2023;
(c) Dr. ZHANG XIAOMIN was appointed as an executive director of the Company on 29
December 2023;
(d) Mr. Liu Rui was appointed as an executive director of the Company on 29 December 2023 and
resigned on 19 June 2025;
(e) Mr. Wang Wenguang resigned as an indepe ndent non-executive director of the Company upon
expiry of his term of office on 29 December 2023;
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(f) Ms. Sun Zhenzhen was appointed as an indepe ndent non-executive director of the Company
on 29 December 2023;
(g) Dr. Ju Xuecheng resigned as an independent non-executive director of the Company upon
expiry of his term of office on 7 August 2024;
(h) Dr. Tang Changjiang was appointed as an i ndependent non-executive director of the
Company on 29 September 2024;
(i) Dr. Xu Liqiang was appointed as an executive director of the Company on 19 June 2025;
(j) Pursuant to the latest regulations of the China Securities Regulatory Commission (‘‘ CSRC ’’),
the Company passed a resolution at general meeting held on 3 June 2025 to abolish the
supervisory committee of the C ompany effective immediately.
(b) Five highest paid individuals
During the years ended 31 December 2023, 2024 and 2025, the five highest paid individuals included
1, 2 and 1 directors, respectively, whose emolument s are reflected in Note 9(b) above. The aggregate
emoluments payable to the remaining 4, 3 and 4 individuals during the years ended 31 December 2023,
2024 and 2025 are as follows:
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Salaries, allowances, d iscretionary bonuses and
benefits in kind 7,845 4,636 4,865
Retirement scheme contributions 57 109 161
Share-based compensation expenses 132 4,386 13,944
8,034 9,131 18,970
The discretionary bonus is determined by referenc e to individual performance of the employees and
approved by the management of the Group. The emolume nts of the remaining highest paid individuals fell
within the following bands:
Year ended 31 December
2023 2024 2025
HK$1,500,001–HK$2,000,000 2 — —
HK$2,000,001–HK$2,500,000 1 — —
HK$2,500,001–HK$3,000,000 — 2 —
HK$3,000,001–HK$3,500,000 1 — —
HK$4,500,001–HK$5,000,000 — 1 2
HK$5,000,001–HK$5,500,000 — — 1
HK$6,000,001–HK$6,500,000 — — 1
434
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10. FINANCE COSTS
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Interest expense on bank borrowings 67,320 92,064 162,980
Interest expense on other borrowings 29,291 37,927 53,335
Interest expense on lease liabilities (Note 15(c)) — 2,547 1,945
96,611 132,538 218,260
Note:
(a) During the Track Record Period, the amoun t of approximately RMB66,255,000, RMB129,670,000
and RMB98,372,000 finance costs on borrowings and le ase liabilities, which funds were specifically
invested in construction in progress, have been capitalised.
11. INCOME TAX EXPENSE/(CREDIT)
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Current income tax 106,571 51,364 39,125
Deferred income tax charge/(credit) (Note 27) 16,782 (15,053) (61,772)
123,353 36,311 (22,647)
Taxes on profits assessable have been calculated at th e rate of tax prevailing in the jurisdictions in which
relevant entities operate.
(a) PRC Enterprise Income Tax (‘‘EIT’’)
Under the PRC Corporate Income Tax Law and the re spective regulations, the corporate income tax
for the Company and its subsidiaries are calculated at a statutory rate of 25% or a preferential rate of
15% where applicable, on their esti mated taxable profits for the year b ased on the existing legislations,
interpretations and practices in respect thereof.
In 2020, the Company was recognised as a ‘‘High and New Technology Enterprise’’ (‘‘ HNTE ’’), and
renewed its HNTE recognition in 2023 and enjoyed the 15% preferential income tax rate in 2023 to 2025.
In 2021, subsidiaries of the Group Hefei Senior New Energy Materials Co., Ltd, Changzhou Senior
New Energy Materials Co., Ltd and Jiangsu Senior N ew Material Technology Co., Ltd were recognised as
‘‘HNTE’’, therefore enjoyed a preferential income tax rate of 15% in 2021 to 2023. The subsidiaries of the
Group renewed HNTE recognition in 2024 and can enjoy the 15% preferential income tax rate in 2024 to
2026.
In 2023, the subsidiary of the Group, Senior Material (Nantong) New Materials Technology Co.,
Ltd was recognised as a ‘‘HNTE’’, therefore enjoyed a preferential income tax rate of 15% in 2023 to 2025.
APPENDIX I ACCOUNTANTS’ REPORT
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In December 2025, the subsidiary of the Group, Senior Material (Foshan) New Materials
Technology Co., Ltd was recognised as a ‘‘HNTE’’, th erefore enjoyed a preferential income tax rate of
15% in 2025 to 2027.
(b) Hong Kong Profits Tax
The Company’s subsidiary domiciled in Hong Kong is subject to a two-tiered income tax rate for
taxable income earned in Hong Kong effectively sin ce 1 April 2018. The first 2 million Hong Kong dollars
of profits earned by the qualifyin g group entity are subject to be taxed at an income tax rate of 8.25%,
while the remaining profits will be taxed at 16.5%.
(c) Corporate income tax in other jurisdictions
Taxation for other overseas subsidiaries is charged at the appropriate current rates of taxation
ruling in the relevant countries.
Reconciliation between the income expense/(credi t) and profit before income tax in the consolidated
statements of comprehensive income is as follows:
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Profit before income tax 717,048 407,019 120,463
Tax at the preferential tax rate of 15% 107,557 61,053 18,069
Tax effect of
— different tax rates of the subsidiaries (984) (6,578) (888)
— deductible temporary differences and tax losses
for which no deferred income tax assets were
recognised 52,925 20,172 14,964
— share of results of associates and joint venture 291 202 180
— non-deductible expenses 1,316 1,387 1,966
— utilisation of temporary differences and tax losses
previously for which no deferred income tax
assets were recognised (1,548) (1,511) (19,238)
— under/(over) provision in respect of prior year 749 (1,508) (251)
— super deduction on research and development
expenses and acquisition of equipment (Note) (36,953) (36,906) (37,449)
123,353 36,311 (22,647)
Note:
According to the relevant laws and regulati ons promulgated by the State Administration of
Taxation of the PRC that have been effective fro m 2018 onwards, enterprises engaging in research
and development activities are entitled to clai m 175% and 200% of their research and development
expenditures incurred as tax deductible expenses w hen determining their ass essable profits for the
period from 1 January 2022 to 30 September 2022 and for the period from 1 October 2022 to 31
December 2025, respectively.
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12. DIVIDENDS
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Dividends attributable to the year
Final dividends 127,931 295,382 66,595
The final dividends of RMB1.00 per 10 shares (tax incl usive) totaling approxim ately RMB127,931,000 in
respect of the year ended 31 December 2022 were approved in 2022 Annual General Meeting of the Company on
17 May 2023. The Group had not recognised this as a l iability as at 31 December 2022 but reflected as an
appropriation of retained earnings for the year ended 31 December 2022 during the year ended 31 December
2023. The final dividends were paid on 30 May 2023.
The final dividends of RMB2.20 per 10 shares (tax incl usive) totaling approxim ately RMB295,382,000 in
respect of the year ended 31 December 2023 were approved in 2023 Annual General Meeting of the Company on
13 May 2024. The Group had not recognised this as a l iability as at 31 December 2023 but reflected as an
appropriation of retained earnings for the year ended 31 December 2023 during the year ended 31 December
2024. The final dividends were paid on 13 June 2024.
The final dividends of RMB0.50 per 10 shares (tax in clusive) totaling approximately RMB66,595,000 in
respect of the year ended 31 December 2024 were approved in 2024 Annual General Meeting of the Company on
21 May 2025. The Group had not recognised this as a l iability as at 31 December 2024 but reflected as an
appropriation of retained earnings for the year ended 31 December 2024 during the year ended 31 December
2025. The final dividends were paid on 17 July 2025.
Subsequent to 31 December 2025, a final dividends of RMB0.10 per 10 shares (tax inclusive) totaling
approximately RMB13,259,000 in respect of the year ended 31 December 2025 were approved in 2025 Annual
General Meeting of the Company on 22 April 2026 and paid in May 2026. The Group did not recognise this as a
liability as at 31 December 2025.
13. EPS
(a) Basic EPS
Basic EPS is calculated by dividing the profi t attributable to owners of the Company by the
weighted average number of ordinary shares in issue during the Track Record Period, excluding treasury
shares held for share schemes as these shares are not c onsidered outstanding for E PS calculation purposes.
The following table illustrates the earnings and sha res information used in the calculation of basic
EPS:
Year ended 31 December
2023 2024 2025
Profit attributable to owners of the Company used in
calculating basic EPS (RMB’000) 576,330 363,826 105,652
Weighted average number of ordinary shares in issue
(thousand shares) 1,275,225 1,339,789 1,322,552
Basic EPS (RMB per share) 0.45 0.27 0.08
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(b) Diluted EPS
The share schemes granted by the Company have poten tial dilutive effect on the EPS. Diluted EPS is
calculated by adjusting the weighted average number o f ordinary shares outstanding by the assumption of
the conversion of all potential dilutive ordinary shar es arising from share schemes (collectively forming
the denominator for computing the diluted EPS).
Year ended 31 December
2023 2024 2025
Profit attributable to owners of the Company used
in calculating diluted EPS (RMB’000) 576,330 363,826 105,652
Weighted average number of ordinary shares in issue
(thousand shares) 1,275,225 1,339,789 1,322,552
Adjustments for potential shares arising from share
schemes (thousand shares) — 3,950 2,997
Weighted average number of ordinary shares used
in calculating diluted EPS (thousan d shares) 1,275,225 1,343,739 1,325,549
Diluted EPS (RMB per share) 0.45 0.27 0.08
14. PROPERTY, PLANT AND EQUIPMENT
The Group
Properties and
buildings Machinery
Transportation
equipment
Administrative
equipment
Experimental
and other
equipment Freehold lands
Construction
in progress Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Note(a) Note(b)
As at 1 January 2023
Cost 1,067,288 3,760,676 14,197 18,458 88,484 29,135 2,087,151 7,065,389
Accumulated depreciation (121,233) (1,099,919) (4,176) (6,556) (59,848) — — (1,291,732)
Net carrying amount 946,055 2,660,757 10,021 11,902 28,636 29,135 2,087,151 5,773,657
Year ended 31 December 2023
Opening net carrying amount 946,055 2,660,757 10,021 11,902 28,636 29,135 2,087,151 5,773,657
Additions — 19,225 3,594 5,716 4,599 856 3,171,782 3,205,772
Disposals (4,144) (5,825) (104) — (799) — — (10,872)
Depreciation (45,428) (385,311) (1,488) (3,649) (9,683) — — (445,559)
Reclassification 611,443 1,138,781 279 8,985 14,406 — (1,773,894) —
Exchange realignment — 9,583 30 278 154 2,028 34,941 47,014
Closing net carrying amount 1,507,926 3,437,210 12,332 23,232 37,313 32,019 3,519,980 8,570,012
As at 31 December 2023
Cost 1,674,588 4,921,557 17,934 33,509 105,282 32,019 3,519,980 10,304,869
Accumulated depreciation (166,662) (1,484,347) (5,602) (10,277) (67,969) — — (1,734,857)
Net carrying amount 1,507,926 3,437,210 12,332 23,232 37,313 32,019 3,519,980 8,570,012
Year ended 31 December 2024
Opening net carrying amount 1,507,926 3,437,210 12,332 23,232 37,313 32,019 3,519,980 8,570,012
Additions 4,277 3,294 2,142 4,892 2,688 400,459 4,689,915 5,107,667
Disposals (14,061) (16,496) (722) (88) (484) — — (31,851)
Depreciation (67,376) (513,258) (2,081) (7,398) (8,184) — — (598,297)
Reclassification 621,236 2,297,124 2,406 6,534 12,274 — (2,939,574) —
Exchange realignment — (12,041) 21 (300) (200) 11,827 (37,333) (38,026)
Closing net carrying amount 2,052,002 5,195,833 14,098 26,872 43,407 444,305 5,232,988 13,009,505
APPENDIX I ACCOUNTANTS’ REPORT
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Properties and
buildings Machinery
Transportation
equipment
Administrative
equipment
Experimental
and other
equipment Freehold lands
Construction
in progress Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Note(a) Note(b)
As at 31 December 2024
Cost 2,285,777 7,189,592 20,456 44,298 119,410 444,305 5,232,988 15,336,826
Accumulated depreciation (233,775) (1,993,759) (6,358) (17,426) (76,003) — — (2,327,321)
Net carrying amount 2,052,002 5,195,833 14,098 26,872 43,407 444,305 5,232,988 13,009,505
Year ended 31 December 2025
Opening net carrying amount 2,052,002 5,195,833 14,098 26,872 43,407 444,305 5,232,988 13,009,505
Additions — 35,395 2,814 5,393 12,170 20,634 4,421,300 4,497,706
Disposals (1,182) (16,370) (1,155) (5) (1,152) — — (19,864)
Depreciation (98,774) (731,980) (2,156) (7,866) (23,799) — — (864,575)
Impairment (Note (c)) — ( 3 0 , 4 4 7 ) ————— ( 3 0 , 4 4 7 )
Reclassification 1,696,634 1,999,714 393 6,007 172,332 — (3,875,080) —
Transfer to investment properties
(Note 17) (135,551) — ————— ( 1 3 5 , 5 5 1 )
Exchange realignment 7,550 25,671 8 45 3,672 33,419 404,878 475,243
Closing net carrying amount 3,520,679 6,477,816 14,002 30,446 206,630 498,358 6,184,086 16,932,017
As at 31 December 2025
Cost 3,783,202 9,093,858 21,339 55,713 305,852 498,358 6,184,086 19,942,408
Accumulated depreciation (262,523) (2,585,595) (7,337) (25,267) (99,222) — — (2,979,944)
A c c u m u l a t e d i m p a i r m e n t — ( 3 0 , 4 4 7 ) ————— ( 3 0 , 4 4 7 )
Net carrying amount 3,520,679 6,477,816 14,002 30,446 206,630 498,358 6,184,086 16,932,017
Notes:
(a) The Group’s properties and buildings loca ted in the PRC and Malaysia and the carrying
amounts of the properties and buildings amount ed to approximatel y RMB303,734,000,
RMB592,061,000 and RMB253,947,000 as at 31 December 2023, 2024 and 2025, respectively,
were in the process of obtaining the property ownership certificates. As of the end of each
reporting period, the directors of the Compan y are of the opinion, the Group is entitled to
lawfully and validly occupy and use the buildings, and therefore the aforesaid matter did not
have any significant impact on the Group’s consol idated statements of fi nancial positions as at
31 December 2023, 2024 and 2025.
(b) The Group’s freehold lands are located in the S weden and Malaysia and t he carrying amounts
of the freehold lands amounted to approximat ely RMB32,019,000, R MB414,674,000 and nil
as at 31 December 2023, 2024 and 2025, respectively, are in the process of obtaining the land
ownership certificates. The directors of the Company are of the opinion that the relevant
certificates would be obtained in the near future , the Group is entitled to lawfully and validly
occupy and use the land, and therefore the aforesaid matter did not have any significant
impact on the Group’s consolidated statements of financial positions as at 31 December 2023,
2024 and 2025.
(c) In December 2025, the Group recognised an impairment loss of approximately
RMB30,447,000 on certain property, plant and equipment, in the opinion of the directors
of the Company, in light of a str ategic decision with changes in business operation, assessed
that those related assets’ recoverable a mount was below the carrying amount and the
recoverable amount is measured at fair value less costs to sell. In the opinion of the directors
of the Company, an independent valuer, has appropriate qualifications and relevant
experience in this industry, is engaged. The recoverable amount is based on net realisable
value of scrap metal, using prevai ling market prices and estimated recoverable quantities. The
fair value measurement is categorised into Level 3 fair value hierarchy.
APPENDIX I ACCOUNTANTS’ REPORT
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The Group has pledged certain property, plant a nd equipment with the following carrying amounts
to secure borrowings granted to the Group. Details o f the Group’s property, plant and equipment pledged
for the Group’s borrowings are as below:
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Properties and buildings 1,195,059 1,735,066 3,203,960
Administrative equipment — 2,968 4,960
Machinery — — 1,523,539
Construction in progress 1,173,711 185,015 83,742
2,368,770 1,923,049 4,816,201
The Company
Properties and
buildings Machinery
Transportation
equipment
Administrative
equipment
Experimental
and other
equipment
Construction
in progress Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Note(a)
As at 1 January 2023
Cost 515,579 431,489 5,466 4,172 72,560 146,087 1,175,353
Accumulated depreciation (62,127) (320,509) (2,552) (2,645) (54,741) — (442,574)
Net carrying amount 453,452 110,980 2,914 1,527 17,819 146,087 732,779
Year ended 31 December 2023
Opening net carrying amount 453,452 110,980 2,914 1,527 17,819 146,087 732,779
Additions — 5,602 331 1,428 1,403 154,252 163,016
D i s p o s a l s ———— ( 8 1 ) — ( 8 1 )
Depreciation (18,303) (32,496) (445) (659) (5,672) — (57,575)
Reclassification 107,295 81,345 — — 7,130 (195,770) —
Closing net carrying amount 542,444 165,431 2,800 2,296 20,599 104,569 838,139
As at 31 December 2023
Cost 622,874 518,436 5,797 5,600 79,473 104,569 1,336,749
Accumulated depreciation (80,430) (353,005) (2,997) (3,304) (58,874) — (498,610)
Net carrying amount 542,444 165,431 2,800 2,296 20,599 104,569 838,139
Year ended 31 December 2024
Opening net carrying amount 542,444 165,431 2,800 2,296 20,599 104,569 838,139
Additions — 17 150 550 148 83,566 84,431
Disposals (14,062) (3,146) (408) (5) (376) — (17,997)
Depreciation (22,231) (36,241) (455) (933) (2,031) — (61,891)
Reclassification 80,976 69,330 759 3,430 4,567 (159,062) —
Closing net carrying amount 587,127 195,391 2,846 5,338 22,907 29,073 842,682
As at 31 December 2024
Cost 689,526 581,627 5,455 9,465 83,704 29,073 1,398,850
Accumulated depreciation (102,399) (386,236) (2,609) (4,127) (60,797) — (556,168)
Net carrying amount 587,127 195,391 2,846 5,338 22,907 29,073 842,682
APPENDIX I ACCOUNTANTS’ REPORT
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Properties and
buildings Machinery
Transportation
equipment
Administrative
equipment
Experimental
and other
equipment
Construction
in progress Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Note(a)
Year ended 31 December 2025
Opening net carrying amount 587,127 195,391 2,846 5,338 22,907 29,073 842,682
Additions — — 951 605 8,228 78,707 88,491
Disposals — (50,475) (452) (5) (495) — (51,427)
Depreciation (26,453) (20,653) (417) (1,310) (14,950) — (63,783)
I m p a i r m e n t — ( 3 0 , 4 4 7 ) ———— ( 3 0 , 4 4 7 )
Reclassification 56,408 5,763 — — 43,440 (105,611) —
Transfer to investment properties
(Note 17) (135,551) ————— ( 135,551)
Closing net carrying amount 481,531 99,579 2,928 4,628 59,130 2,169 649,965
As at 31 December 2025
Cost 540,246 376,212 4,058 9,994 132,759 2,169 1,065,438
Accumulated depreciation (58,715) (246,186) (1,130) (5,366) (73,629) — (385,026)
A c c u m u l a t e d I m p a i r m e n t — ( 3 0 , 4 4 7 ) ———— ( 3 0 , 4 4 7 )
Net carrying amount 481,531 99,579 2,928 4,628 59,130 2,169 649,965
Note:
(a) All ownership certificates of the Company’ s properties and buildings are located in the PRC
have been obtained as at 31 December 2023, 2024 and 2025, respectively.
The Company has pledged certain property, plan t and equipment with the following carrying
amounts to secure borrowings granted to the Compa ny. Details of the Company’s property, plant and
equipment pledged for the Company’s borrowings are disclosed as below:
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Properties and buildings 385,906 508,677 551,040
Administrative equipment — 2,968 2,360
Construction in progress 101,949 26,675 —
487,855 538,320 553,400
15. LEASES
The Group as a lessee
The Group has lease contracts for various items of buildings used in its operations. Lump sum
payments were made upfront to acquire the leased lan d from the owners with lease periods were 30 and 50
years, and no ongoing payments will be made under the terms of these land leases. Leases of buildings
generally have lease terms between 2 and 30 years.
APPENDIX I ACCOUNTANTS’ REPORT
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The Group
(a) Right-of-use assets
The movements in the net carrying amount of ri ght-of-use assets are analysed as follows:
Leased
properties
Prepaid land
lease payments Total
RMB’000 RMB’000 RMB’000
As at 1 January 2023 41,325 305,676 347,001
Additions 538 258,212 258,750
Depreciation (4,494) (11,931) (16,425)
Lease modification and ter mination (314) — (314)
Exchange realignment 2,525 — 2,525
As at 31 December 2023 and 1 January 2024 39,580 551,957 591,537
Additions 286,283 — 286,283
Depreciation (13,824) (12,956) (26,780)
Exchange realignment (230) — (230)
As at 31 December 2024 and 1 January 2025 311,809 539,001 850,810
Additions 57,998 27,566 85,564
Depreciation (34,962) (13,243) (48,205)
Exchange realignment (1,390) (271) (1,661)
As at 31 December 2025 333,455 553,053 886,508
Certain prepaid land lease payments are pledged for the Group’s borrowings, details are disclosed in
Note 35 to the Historical Financial Information.
(b) Lease liabilities
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Total minimum lease payments 49,157 405,175 379,349
Future interest expense on lease liabilities (8,161) (86,671) (73,479)
40,996 318,504 305,870
Current 3,862 18,646 24,102
Non-current 37,134 299,858 281,768
40,996 318,504 305,870
The maturity analysis of lease liabilities is disclosed in Note 42 to the Historical Financial
Information.
APPENDIX I ACCOUNTANTS’ REPORT
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(c) The amounts recognised in the consolidated statemen ts of comprehensive income in relation to leases
are as follows:
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Interest expenses — 2,547 1,945
Depreciation of right-of-use assets (net of
capitalisation in constructi on in progress) 4,485 9,534 17,735
Expense relating to short-term leases and leases of
low-value assets 1,294 1,887 1,928
The Company
(a) Right-of-use assets
The movements in the net carrying amount of ri ght-of-use assets are analysed as follows:
Leased
properties
Prepaid land
lease payments Total
RMB’000 RMB’000 RMB’000
1January 2023 42 59,507 59,549
Additions — 712 712
Depreciation (42) (2,408) (2,450)
As at 31 December 2023 and 1 January 2024 — 57,811 57,811
Additions 8,113 — 8,113
Depreciation (1,352) (2,574) (3,926)
As at 31 December 2024 and 1 January 2025 6,761 55,237 61,998
Depreciation (2,704) (2,405) (5,109)
As at 31 December 2025 4,057 52,832 56,889
(b) Lease liabilities
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Total minimum lease payments — 7,143 4,286
Future interest expense on lease liabilities — (322) (120)
— 6,821 4,166
Current — 2,655 2,752
Non-current — 4,166 1,414
— 6,821 4,166
APPENDIX I ACCOUNTANTS’ REPORT
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(c) The amounts recognised in the Company’s statements of comprehensive income in relation to leases are
as follows:
The Company
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Interest expenses — 136 202
Depreciation of right-of-use assets 2,450 3,926 5,109
Expense relating to short-term leases and leases of
low-value assets 468 599 251
The Group as a lessor
The Group leases its properties in Chinese Mainla nd under operating lease arrangements. The terms
of the leases generally require the tenants to pay security deposits and provide for periodic rent
adjustments according to the then prevailing marke t conditions. Rental income recognised by the Group
during the Track Record Period were included in N ote 6 to the Historical Financial Information.
The Group
The undiscounted lease payments receivables by the Group in future periods under non-cancellable
operating leases with its t enants are as follows:
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Total lease payments receivables:
— Within 1 year 9,924 13,057 18,948
— Over 1 year but within 2 years 9,546 12,612 17,618
— Over 2 years but within 3 years 9,246 10,959 15,978
— Over 3 years 21,449 18,570 25,123
50,165 55,198 77,667
The Company
The undiscounted lease payments receivables by the Company in future periods under
non-cancellable operating leases with its tenants are as follows:
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Total lease payments receivables:
— Within 1 year 8,896 12,030 17,624
— Over 1 year but within 2 years 8,646 12,012 16,961
— Over 2 years but within 3 years 8,646 10,959 15,978
— Over 3 years 21,449 18,570 25,123
47,637 53,571 75,686
APPENDIX I ACCOUNTANTS’ REPORT
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16. INTANGIBLE ASSETS
The Group
Software and
other
intangible
assets
RMB’000
As at 1 January 2023
Cost 10,889
Accumulated amortisation (4,511)
Net carrying amount 6,378
Year ended 31 December 2023
Opening net carrying amount 6,378
Additions 293
Amortisation (1,397)
Exchange realignment 2
Closing net carrying amount 5,276
As at 31 December 2023
Cost 11,184
Accumulated amortisation (5,908)
Net carrying amount 5,276
Year ended 31 December 2024
Opening net carrying amount 5,276
Additions 4,058
Amortisation (1,489)
Exchange realignment (1)
Closing net carrying amount 7,844
As at 31 December 2024
Cost 15,241
Accumulated amortisation (7,397)
Closing net carrying amount 7,844
APPENDIX I ACCOUNTANTS’ REPORT
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Software and
other
intangible
assets
RMB’000
Year ended 31 December 2025
Opening net carrying amount 7,844
Additions 16,037
Amortisation (2,953)
Exchange realignment 8
Closing net carrying amount 20,936
As at 31 December 2025
Cost 31,289
Accumulated amortisation (10,353)
Net carrying amount 20,936
The Company
Software and
other
intangible
assets
RMB’000
As at 1 January 2023
Cost 7,753
Accumulated amortisation (3,644)
Net carrying amount 4,109
Year ended 31 December 2023
Opening net carrying amount 4,109
Additions 268
Amortisation (1,088)
Closing net carrying amount 3,289
As at 31 December 2023
Cost 8,021
Accumulated amortisation (4,732)
Net carrying amount 3,289
Year ended 31 December 2024
Opening net carrying amount 3,289
Additions 241
Amortisation (932)
Closing net carrying amount 2,598
APPENDIX I ACCOUNTANTS’ REPORT
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Software and
other
intangible
assets
RMB’000
As at 31 December 2024 and 1 January 2025
Cost 8,262
Accumulated amortisation (5,664)
Closing net carrying amount 2,598
Year ended 31 December 2025
Opening net carrying amount 2,598
Additions 3,019
Amortisation (1,443)
Closing net carrying amount 4,174
As at 31 December 2025
Cost 11,281
Accumulated amortisation (7,107)
Net carrying amount 4,174
17. INVESTMENT PROPERTIES
The Group and the Company
Properties and
buildings
RMB’000
Year ended 31 December 2025
Opening net carrying amount —
Transfer from property, plant and equipment (Note 14) 135,551
Closing net carrying amount 135,551
As at 31 December 2025
Cost 205,687
Accumulated amortisation (70,136)
Net carrying amount 135,551
Note:
Above of the Group’s properties and buildings held to earn rentals or for capital appreciation purposes
are measured using the cost model a nd are classified and accounted for as investment properties. These
investment properties include land and buildings whic h comprise operating leases in respect of properties
situated in the Chinese mainland.
APPENDIX I ACCOUNTANTS’ REPORT
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The estimated useful life of the properties and bui ldings are 40 years. The Group owns the investment
property in the form of leasehold land in PRC. The investment property is stated at a cost under
accumulated depreciation and any impairment loss.
The fair value of the Group’s investment properties as at 31 December 2025 are approximately
RMB188,767,000. The fair value has been arrived a t based on a valuation carried out by an independent
valuer not connected with the Group.
The fair value of the properties was determined by using income approach. The income approach is
calculated by capitalising the amount of net incom e receivable under the current terms of tenancies.
Reference would then be made to any potential changes in rental income on reversion. Both the term and
reversion are capitalised by the market capitalisation rates, which reflect the rate of investment return,
effect of inflation and prospect of rental growth, if any.
18. INVESTMENTS IN ASSOCIATES AND JOINT VENTURE
The Group and The Company
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Unlisted investments 5,118 49,589 22,571
Opening net carrying amount 64,969 5,118 49,589
Additions (Note (e)) — 45,820 16,580
Disposals (Note(d) (e)) (57,911) — (42,398)
Share of results, net (1,940) (1,349) (1,200)
Closing net carrying amount 5,118 49,589 22,571
Details of each of the Group’s and The Company’s investments in associates and joint venture at the
end of each year for the Track Record Period are as follows:
Percentage of ownership
Place of
registration and
business As at 31 December Principal activities
2023 2024 2025
%%%
Investment in joint venture
Yantai Xinghe Battery Materials
Technology Co., LTD (‘‘ Yantai
Xinghe ’’) (煙台星和電池材料科技
有限公司) (Note (b))
The PRC N/A 25 50 Manufacture and sales of
special electronic
materials
Investments in associates
Shenzhen Xinyuanbang Technology
Co., Ltd. ( 深圳新源邦科技有限
公司)
The PRC 21.16 21.16 21.16 Manufacture and sales of
special electronic
materials
APPENDIX I ACCOUNTANTS’ REPORT
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Percentage of ownership
Place of
registration and
business As at 31 December Principal activities
2023 2024 2025
%%%
Shenzhen Qianhai Runmu Investment
Partnership Enterprise (Limited
Partnership) (‘‘Runmu investment ’’)
(深圳市前海潤木投資合夥企業
（有限合夥）) (Note (e))
The PRC N/A 40 N/A Investment
Shenzhen Xinglanxin New Material
Technology Co., Ltd. ( 深圳市星藍
鑫新材料科技有限公司)
The PRC N/A N/A 31 Manufacture and sales of
special electronic
materials
Notes:
(a) In the opinion of the management, these investments in associates and joint venture are
immaterial to the Group, both i ndividually and in aggregate.
(b) Management has assessed the level of influence that the Group exercises on joint venture and
associates, and determined that it has signifi cant influence through the board representation
and other relevant facts and circumstances. Accordingly, the investment in Yantai Xinghe
have been classified as joint venture as at 31 December 2024 and 2025 as according to the
shareholders agreement of Yantai Xinghe, the Group and the Company has the right to
appoint 50% of Board and would be able to exercise joint control over the operation and
financial matters of Yantai Xinghe even thoug h the shareholding held by the Group and the
Company was 25% at 31 December 2024.
(c) There were no material contingent liabilities relating to the Group’s investments in associates
and joint venture.
(d) In December 2023, the N-Tech introduced a new investor and the Company’s percentage of
ownership decrease to 10.11% and lost the seat on the board of directors of the N-Tech. The
Company no longer has a significant influence on N-Tech and accounted for the investment as
FVTPL based on the investment strategy.
(e) The Group jointly invested with Shenz hen Qianhai Runmu Management Co., Ltd., an
associate of the Group (see Note 38) to establish Shenzhen Qianhai Runmu Investment
Partnership Enterprise (Limited Partnership). The Group, as a limited partner, subscribed for
a capital contribution of RMB40,000,000, holding a 40% stake. In January 2024, the Group
paid the capital contribution of RMB40,000,000.
In March 2025, the shareholders of Runmu investment decided to cease operations and handle
the relevant liquidation and company deregist ration procedures. The Group and the Company
accordingly recovered the investment in full.
APPENDIX I ACCOUNTANTS’ REPORT
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19. FINANCIAL ASSETS AND L IABILITIES AT FVTPL
(a) Financial assets at FVTPL
The Group
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Current:
— Bank wealth management products (‘‘ WMPs ’’)
and structured deposits (Note) 618,835 260,564 —
— Fund products 251,803 38,803 30,001
870,638 299,367 30,001
Non-current:
— Unlisted equity instruments 64,212 76,982 94,598
Note:
The WMPs and structured deposits are mainly manage d by licensed financial institutions in the PRC
to invest principally in certain financial assets. T hey are classified as financial assets at FVTPL as
their contractual cash flows are not solely payments of principal and interest.
The Company
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Current:
— Bank WMPs and structured deposits (Note) 558,477 190,564 —
— Fund products 251,803 38,803 30,001
810,280 229,367 30,001
Non-current:
— Unlisted equity instruments 63,912 76,682 94,298
Note:
The WMPs and structured deposits are managed by l icensed financial institutions in the PRC to
invest principally in certain financial assets. The y were classified as financial assets at fair value
through profit or loss as their contractual cas h flows are not solely payments of principal and
interest.
APPENDIX I ACCOUNTANTS’ REPORT
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(b) Financial liabilities at FVTPL
The Group
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Current:
— Foreign exchange forward contracts and options — — 12,620
The Company
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Current:
— Foreign exchange forward contracts — — 12,591
20. FINANCIAL ASSETS AT FVTOCI
The Group
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Current:
— Notes receivables measured at FVTOCI (Note (a)) 79,585 292,318 369,753
Non-current:
— Equity investments at fair value (Note (b)) — — 30,863
Notes:
(a) The balance represents notes receivables hel d by the Group which are issued or guaranteed by
reputable PRC banks with high credit ratings. Th e notes receivables had a maturity of within six
months at the end of each year for the Track Record Period. The notes receivables are measured at
FVTOCI since the notes are held within the busin ess model whose objective is achieved by both
collecting contractual cash flows and selling the fi nancial assets, and the contractual cash flows are
solely payments of principal and interest on th e principal amount outstanding. The Group believes
that the notes receivables do not expose to significant credit risk and will not cause significant losses
due to the bank default. The changes in the fair val ue of the notes receivables are minimal due to its
short-term nature.
In addition, the Group has discounted certain not es receivables to banks and endorsed certain notes
receivables to its suppliers to settle its payable s. The directors of the Company consider the
probabilities on default of the discounted or endo rsed notes receivables are limited and the Group
has derecognised the full carrying amount of thes e notes receivables and the associated trade and
other payables when the notes receivables are endorsed or discounted.
APPENDIX I ACCOUNTANTS’ REPORT
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The maximum exposure to the Group that may result from the default of these endorsed and
discounted notes receivables, which are derecog nized in full of the carrying amount, as at 31
December 2023, 2024 and 2025 are approx imately RMB330,280,000, RMB383,939,000 and
RMB888,416,000, respectively.
(b) These investments are not held for trading, inste ad, they are held for long-term strategic purposes.
The directors of the Company have elected to desi gnate these investments as accounted for FVTOCI
as they believe that recognising short-term fair val ue fluctuations in these instruments in profit or
loss would not be consistent with the Group’s strat egy of holding these instruments for long-term
purposes and realising their performance potential in the long run.
During the Track Record Period, the Group didn’t r eceive any dividend from the invested entity.
The Company
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Current:
— Notes receivables measured at FVTOCI 55,007 266,001 325,845
Non-current:
— Equity investments at fair value — — 30,863
Note:
The maximum exposure to the Company that may result from the default of these endorsed and
discounted notes receivables, which are derecognized in full of the carrying amount, as at 31 December
2023, 2024 and 2025 are approximately RMB602,269,000, RMB713,280,000 and RMB574,869,000,
respectively.
21. INVENTORIES
The Group
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Raw materials 208,094 289,560 322,177
Semi-finished goods 128,574 111,277 168,794
Finished goods 103,282 162,885 336,641
439,950 563,722 827,612
Less: provision for impairment (Note) (43,086) (45,659) (65,231)
396,864 518,063 762,381
APPENDIX I ACCOUNTANTS’ REPORT
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The Company
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Raw materials 32,165 31,273 16,150
Semi-finished goods 12,522 5,461 —
Finished goods 40,661 47,280 14,751
85,348 84,014 30,901
Less: provision for impairment (Note) (7,530) (1,150) (542)
77,818 82,864 30,359
Note: The directors of the Company review the condi tion of inventories and make allowance for
inventories that are identified as obsolete, slow -moving or no longer recoverable or suitable for
use in production. Inventory review was carried out at each reporting date on a
product-by-product basis and makes allowance b y reference to the latest market prices and
current market conditions for the Group and the Company.
22. TRADE AND NOTES RECEIVABLES
The Group
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Trade receivables 1,636,279 2,120,371 1,932,049
Notes receivables (Note) 180,143 359,154 593,603
1,816,422 2,479,525 2,525,652
Less: allowance for impairment (43,173) (103,469) (45,592)
1,773,249 2,376,056 2,480,060
Note: The amount of the Group’s endorsed and discounte d notes receivables which are not derecognised
as at 31 December 2023, 2024 and 2025 are approximately RMB94,284,000, RMB233,440,000 and
RMB285,722,000, respectively.
APPENDIX I ACCOUNTANTS’ REPORT
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The Company
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Trade receivables 1,128,038 1,619,584 1,171,011
Notes receivables (Note) 67,784 78,892 195,766
1,195,822 1,698,476 1,366,777
Less: allowance for impairment (30,978) (38,042) (29,113)
1,164,844 1,660,434 1,337,664
Note: The amount of the Company’s endorsed and discounted notes receivables which are not
derecognised as at 31 December 2023, 2024 and 2025 are approximately RMB48,135,000,
RMB24,529,000 and RMB91, 161,000, respectively.
Certain trade and notes receivables are pledged a s security for the Group’s borrowings, details are
disclosed in Note 35 to the Historical Financial Information.
The credit period granted to customers is general ly within 180 days during the Track Record Period.
The ageing analysis of trade receivables based on recognition date is as follows:
The Group
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Within 1 year 1,607,743 2,077,976 1,898,142
Over 1 year but within 2 years 7,675 23,687 8,624
Over 2 years but within 3 years 4,744 1,232 7,325
Over 3 years 16,117 17,476 17,958
1,636,279 2,120,371 1,932,049
The Company
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Within 1 year 1,108,421 1,601,788 1,149,745
Over 1 year but within 2 years 2,323 2,713 6,193
Over 2 years but within 3 years 3,745 1,173 741
Over 3 years 13,549 13,910 14,332
1,128,038 1,619,584 1,171,011
APPENDIX I ACCOUNTANTS’ REPORT
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Movements in impairment of trade and notes receivables are as follows:
The Group
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
At the beginning of the year 31,318 43,173 103,469
Impairment recognised/(reversed), net 12,629 62,306 (7,798)
Written off (859) (670) (50,104)
Exchange realignment 85 (1,340) 25
At the end of the year 43,173 103,469 45,592
Detail information about the impairment of trade and notes receivables and the Group’s exposure to
credit risk is described in Note 42.
The Company
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
At the beginning of the year 23,005 30,978 38,042
Impairment recognised/(reversed), net 8,832 7,528 (8,929)
Written off (859) (464) —
At the end of the year 30,978 38,042 29,113
As at 31 December 2023, 2024 and 2025 the Company’s impairment of notes receivables are
approximately RMB90,000, RMB232 ,000 and RMB1,263,000, respectively.
23. PREPAYMENTS, OTHER RECEIVABLES AND OTHER ASSETS
The Group
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Other receivables 8,722 18,784 33,270
Less: allowance for impairment (466) (922) (1,671)
8,256 17,862 31,599
Prepayment for acquisition of non-curr ent assets 1,279,387 1,095,461 147,205
VAT recoverable (Note(a)) 378,908 733,762 651,205
Prepayments for materials and others 32,655 44,257 58,351
Deferred listing expenses — — 19,247
1,699,206 1,891,342 907,607
APPENDIX I ACCOUNTANTS’ REPORT
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As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Analysed for reporting purposes as:
Current assets 419,819 357,903 440,517
Non-current assets 1,279,387 1,533,439 467,090
1,699,206 1,891,342 907,607
Notes:
(a) Input VAT on purchases can be deducted from out put VAT payable. The VAT recoverable is the net
difference between output and deductible input VAT. The applicable VAT tax rate of the Group is
13%, 6% and 25%.
(b) The information about the credit risk exposure o n the Group’s other receivables is disclosed in Note
42.
The Company
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Other receivables 2,581 1,261 1,027
Less: allowance for impairment (159) (63) (156)
2,422 1,198 871
Prepayment for acquisition of non-current assets 195,397 175,953 74,723
VAT recoverable 13,735 25,725 20,862
Prepayments for materials and others 2,281 1,884 451
Deferred listing expenses — — 19,247
213,835 204,760 116,154
Analysed for reporting purposes as:
Current assets 18,438 28,807 41,431
Non-current assets 195,397 175,953 74,723
213,835 204,760 116,154
APPENDIX I ACCOUNTANTS’ REPORT
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The movements on the impairment of other receivables are as follows:
The Group
Stage 1 Stage 2 Stage 3 Total
RMB’000 RMB’000 RMB’000 RMB’000
As at 1 January 2023 364 — — 364
Provision 100 — — 100
Exchange realignment 2 — — 2
As at 31 December 2023 and 1 January 2024 466 — — 466
Provision 454 — — 454
Exchange realignment 2 — — 2
As at 31 December 2024 and 1 January 2025 922 — — 922
Provision 745 — — 745
Exchange realignment 4 — — 4
As at 31 December 2025 1,671 — — 1,671
The Company
Stage 1 Stage 2 Stage 3 Total
RMB’000 RMB’000 RMB’000 RMB’000
As at 1 January 2023 66 — — 66
Provision 93 — — 93
As at 31 December 2023 and 1 January 2024 159 — — 159
Reversal (96) — — (96)
As at 31 December 2024 and 1 January 2025 63 — — 63
Provision 93 — — 93
As at 31 December 2025 156 — — 156
APPENDIX I ACCOUNTANTS’ REPORT
–I - 6 2–


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24. RESTRICTED BANK DEPOSITS
The Group
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Restricted bank deposits 145,402 485,496 571,202
Pledged bank deposits for notes payables 145,202 480,621 286,850
Pledged bank deposits for bank borrowings — — 43,706
Pledged bank deposits for other purposes (Note) 200 4,875 240,646
145,402 485,496 571,102
Note: As at 31 December 2023, 2024 and 2025, other restricted deposits amounted to nil, nil and
approximately RMB219,042,000 respectively, repres enting funds placed in a designated securities
investment account under an Entrusted Asset M anagement Contract with an independent third
party. Pursuant to the contractual terms, these funds are restricted from withdrawal during the
term of the Entrusted Asset Management Agreement and may only be recovered upon the expiry
or early termination of such term.
The Group’s restricted bank deposits, other than thos e held in designated securities investment accounts
amounting to nil, nil and approximately RMB219,042,000 as at 31 December 2023, 2024 and 2025 respectively
which are denominated in USD, are primarily denominated in RMB.
The Company
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Restricted bank deposits 81,927 437,654 186,802
Pledged bank deposits for notes payables 81,927 437,654 185,910
Pledged bank deposits for other purposes — — 892
81,927 437,654 186,802
The restricted bank deposits of the Company are mainly RMB deposits. These deposits mainly are pledged
as security for the Group’s and the Company’s borrowings a nd notes payable, details are disclosed in Note 35 to
the Historical Financial Information.
APPENDIX I ACCOUNTANTS’ REPORT
–I - 6 3–


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25. TIME DEPOSITS
The Group
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Short-term time deposits wit h original maturities
of over three months and due within one year 1,983,538 541,635 233,037
Time deposits with remai ning maturities over one
year — 51,562 52,525
1,983,538 593,197 285,562
Denominated in:
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
RMB 1,983,538 226,154 171,824
USD — 40,799 109,335
EUR — 326,244 —
Others — — 4,403
1,983,538 593,197 285,562
The Company
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Short-term time deposits wit h original maturities of
over three months and due within one year 1,781,762 50,797 111,800
Time deposits with remaining matu rities over one year — 20,864 21,113
1,781,762 71,661 132,913
Denominated in:
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
RMB 1,781,762 71,661 132,913
All restricted bank deposits and time deposits as at 31 December 2023, 2024 and 2025 are pledged (Note
24 and 35).
APPENDIX I ACCOUNTANTS’ REPORT
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26. CASH AND CASH EQUIVALENTS
The Group
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Cash and cash in bank 1,744,409 2,650,754 1,187,671
Denominated in:
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
RMB 570,712 1,503,567 640,519
USD 1,048,645 997,176 295,531
SGD 20,859 21,174 158,434
MYR 43,773 33,386 4,395
Others 60,420 95,451 88,792
1,744,409 2,650,754 1,187,671
RMB is not freely convertible into other curren cies, however, under Mainland China’s Foreign
Exchange Control Regulations and Administratio n 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. Cas h at banks earns interest at floating rates based on
daily bank deposit rates. Short term time de posits are made depending on the immediate cash
requirements of the Group and earn interest at the re spective short term time deposit rates. The bank
balances are deposited with creditworthy banks with no recent history of default.
The Company
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Cash and cash in bank 1,029,618 995,122 257,117
Denominated in:
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
RMB 166,808 864,552 195,699
USD 862,741 126,029 49,092
Others 69 4,541 12,326
1,029,618 995,122 257,117
APPENDIX I ACCOUNTANTS’ REPORT
–I - 6 5–


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27. DEFERRED INCOME TAX
The Group
Deferred income tax assets and liabilities are offset when there is a legally enforceable right of
offsetting and when the deferred inco me taxes relate to the same authority.
The analysis of deferred income tax assets and d eferred income tax liabilities are as follows:
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Total deferred income tax assets 11,393 118,757 183,862
Set-off of deferred tax liabilities pursuant to set-off
provisions — (95,034) (117,120)
Net deferred income tax assets 11,393 23,723 66,742
Total deferred income tax liab ilities 39,223 131,522 134,930
Set-off of deferred tax assets pursuant to set-off
provisions — (95,034) (117,120)
Net deferred income tax liabilities 39,223 36,488 17,810
(a) Deferred income tax assets
The movements in deferred income tax assets during the Track Record Period are as follows:
Impairment
provision Tax losses
Unrealised
profit on
intra-group
transactions
Share-based
payment
Deferred
income
Lease
liabilities Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
As at 1 January 2023 8,261 20,783 1,845 3,622 — — 34,511
(Reversed)/Recognised in profit or loss (3,165) (17,257) 926 (3,523) — — (23,019)
Reversed in capital reserve — — — (99) — — (99)
As at 31 December 2023 and 1 January 2024 5,096 3,526 2,771 — — — 11,393
Recognised in profit or loss 1,775 18 ,958 1,804 — 19,950 64,865 107,352
Exchange realignment — 12 — — — — 12
As at 31 December 2024 and1 January 2025 6, 871 22,496 4,575 — 19,950 64,865 118,757
Recognised/(Reversed) in profit or loss 2, 321 76,197 (1,157) — (6,988) (5,268) 65,105
As at 31 December 2025 9,192 98,693 3,418 — 12,962 59,597 183,862
APPENDIX I ACCOUNTANTS’ REPORT
–I - 6 6–


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(b) Deferred income tax liabilities
The movements in deferred income tax liabilitie s during the Track Record Period are as follows:
Depreciation
of fixed
assets
Right-of-use
assets Others Total
RMB’000 RMB’000 RMB’000 RMB’000
As at 1 January 2023 38,982 — 6,478 45,460
Reversed in profit or loss (4,780) — (1,457) (6,237)
As at 31 December 2023 and
1 January 2024 34,202 — 5,021 39,223
Recognised/(Reversed)
in profit or loss 28,076 64,936 (713) 92,299
As at 31 December 2024 and
1 January 2025 62,278 64,936 4,308 131,522
Recognised/(Reversed)
in profit or loss 8,868 (9,414) 3,879 3,333
Exchange realignment — 75 — 75
As at 31 December 2025 71,146 55,597 8,187 134,930
(c) Tax losses and deductible temporary differences with deferred income tax assets not recognised
Deferred income tax assets should be recognised wh en it is probable that taxable profits or taxable
temporary differences will be available against which the deferred income tax asset can be utilised.
Temporary differences will not be recognised as defe rred income tax assets if management estimates that
they will not be recovered from taxable profits generated from continuing operations in the foreseeable
future. The following table sets forth the tax losse s and deductible temporary differences which were not
recognised as deferred income tax assets at the end of each year for the Track Record Period:
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Tax losses 380,130 340,177 340,057
Deductible temporary differences 52,754 179,697 157,537
432,884 519,874 497,594
APPENDIX I ACCOUNTANTS’ REPORT
–I - 6 7–


--- page 364 ---
The Group has unused tax losses of approx imately RMB403,637,000, RMB490,150,000 and
RMB998,664,000 as at 31 December 2023, 2024 and 2025, respectively, available for offset against future
profits. Certain deferred income tax assets has not been recognised for these tax losses due to the
unpredictability of future profit streams. Included in unrecognised tax losses are losses of approximately
RMB380,130,000, RMB340,177,000 and RMB340,057,000, r espectively, can be carried forward as below:
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
2027 — — —
2028 31 — —
2031 1,768 — —
2032 109,577 63,872 —
2033 215,125 203,155 123,544
2034 — 13,372 —
2035 — — 162,528
Indefinitely 53,629 59,778 53,985
380,130 340,177 340,057
The Company
Deferred income tax assets and liabilities are offset when there is a legally enforceable right of
offsetting and when the deferred inco me taxes relate to the same authority.
The net amounts of deferred income tax assets and l iabilities after offsetting are as follows:
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Total deferred income tax assets — 2,850 22,297
Set-off of deferred liabilities pursuant to set-off
provisions — — —
Net deferred income tax assets — 2,850 22,297
Total deferred income tax liabilities — — —
Set-off of deferred tax assets pursuant to set-off
provisions — — —
Net deferred income tax liabilities — — —
APPENDIX I ACCOUNTANTS’ REPORT
–I - 6 8–


--- page 365 ---
(a) Deferred income tax assets
The movements in deferred income tax assets during the Track Record Period are as follows:
Impairment
provision Tax losses
Share-based
payment Total
RMB’000 RMB’000 RMB’000 RMB’000
As at 1 January 2023 4,941 10,892 3,623 19,456
Reversed in profit or loss (4,941) (10,892) (3,524) (19,357)
Reversed in capital reserve — — (99) (99)
A s a t 3 1 D e c e m b e r 2 0 2 3 a n d 1 J a n u a r y 2 0 2 4 ————
Recognised in profit or loss — 2,850 — 2,850
As at 31 December 2024 and 1 January 2025 — 2,850 — 2,850
Recognised in profit or loss — 19,447 — 19,447
As at 31 December 2025 — 22,297 — 22,297
(b) Deferred income tax liabilities
The movements in deferred income tax liabilitie s during the Track Record Period are as follows:
Fair value
change of
financial
assets at
FVTPL
RMB’000
As at 1 January 2023 535
Reversed in profit or loss (535)
As at 31 December 2023 and 2024 and 2025 —
APPENDIX I ACCOUNTANTS’ REPORT
–I - 6 9–


--- page 366 ---
(c) Tax losses and deductible temporary differences with deferred income tax assets not recognised
Deferred income tax assets should be recognised wh en it is probable that taxable profits or taxable
temporary differences will be available against which the deferred income tax assets can be utilised.
Temporary differences will not be recognised as defe rred income tax assets if management estimates that
they will not be recovered from taxable profits generated from continuing operations in the foreseeable
future. The following table sets forth the tax losse s and deductible temporary differences which were not
recognised as deferred income tax assets at the end of each year for the Track Record Period:
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Tax losses 286,027 280,399 147,280
Deductible temporary differences 38,668 61,466 66,733
324,695 341,865 214,013
The Company has unused tax losses of approximately RMB286,027,000, RMB299,399,000 and
RMB295,927,000 as at 31 December 2023, 2024 and 2025, respectively, available for offset against future
profits. Certain deferred income tax assets has not been recognised for these tax losses due to the
unpredictability of future profit streams. In cluded in unrecognised tax losses are losses of
RMB286,027,000, RMB280,399,000 and RMB147,280,000, r espectively, can be carried forward as below:
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
2032 82,872 63,872 —
2033 203,155 203,155 133,908
2034 — 13,372 13,372
286,027 280,399 147,280
28. TRADE AND NOTES PAYABLES
The Group
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Trade payables 338,631 411,667 452,501
Notes payables 139,823 120,614 217,198
478,454 532,281 669,699
APPENDIX I ACCOUNTANTS’ REPORT
–I - 7 0–


--- page 367 ---
The credit period granted by suppliers is generally within 90 days. The ageing analysis of the trade
payables of the Group as at 31 December 2023, 2024 and 2025 based on recognition date is as follows:
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
— Within 1 year 331,427 401,278 442,019
— Over 1 year but within 2 years 6,324 7,418 7,142
— Over 2 years but within 3 years 608 2,349 1,356
— Over 3 years 272 622 1,984
338,631 411,667 452,501
As at the end of each year for the Track Record Period, no matured notes payables were unpaid.
Details of the Group’s assets pledged for the Group’s notes payables are disclosed in Note 35 to the
Historical Financial Information.
The Company
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Trade payables 111,604 39,838 43,679
Notes payables 114,366 49,412 115,511
225,970 89,250 159,190
The ageing analysis of the trade payables of the Company as at 31 December 2023, 2024 and 2025
based on recognised date is as follows:
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
— Within 1 year 111,181 39,527 42,802
— Over 1 year but within 2 years 208 144 699
— Over 2 years but within 3 years 215 30 12
— Over 3 years — 137 166
111,604 39,838 43,679
APPENDIX I ACCOUNTANTS’ REPORT
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--- page 368 ---
29. OTHER PAYABLES AND ACCRUALS
The Group
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Payables for acquisition of non-cu rrent assets 577,786 1,110,936 692,736
Deferred government grants 453,920 475,458 472,202
Settlement expenses for litigation 107,657 — —
Endorsed notes receivable that have not been derecognised
and not yet due 65,512 160,350 195,399
Employee benefits payables 56,260 61,855 85,039
Accrued listing expenses — — 3,186
Deposits received 21,577 15,004 15,570
Other tax payables 27,616 16,264 15,464
Repurchase obligation for restricted shares 37,781 12,456 —
Others 27,854 28,650 8,124
1,375,963 1,880,973 1,487,720
Analysed for reporting purposes as:
Current liabilities 899,443 1,382,915 1,015,518
Non-current liabilities 476,520 498,058 472,202
1,375,963 1,880,973 1,487,720
The Company
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Deferred government grants 48,762 56,520 52,546
Settlement expenses for litigation 107,657 — —
Payables for acquisition of non- current assets 71,577 53,087 20,017
Repurchase obligation for restricted shares 37,781 12,456 —
Accrued listing expenses — — 3,186
Deposits received 11,652 9,939 12,559
Employee benefits payables 21,220 21,103 23,323
Endorsed notes receivable that have not been derecognised
and not yet due 12,305 9,169 839
Other tax payables 3,224 5,234 8,525
Others 2,929 3,038 2,062
317,107 170,546 123,057
Analysed for reporting purposes as:
Current liabilities 268,345 114,026 70,511
Non-current liabilities 48,762 56,520 52,546
317,107 170,546 123,057
APPENDIX I ACCOUNTANTS’ REPORT
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--- page 369 ---
30. BORROWINGS
The Group
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Current
Secured borrowings:
Short-term bank borrowings — — 29,999
Advances from banks on discounted notes receivables
(Note (c)) 1,418,330 2,509,090 2,350,997
Current portion of long-term bank borrowings 639,686 607,622 1,300,970
Current portion of long-term other borrowings — — 171,747
2,058,016 3,116,712 3,853,713
Unsecured borrowings:
Short-term bank borrowings 328,931 752,870 1,637,146
Current portion of long-term bank borrowings 212,000 134,000 190,050
Current portion of long-term oth er borrowings — 101,485 67,379
540,931 988,355 1,894,575
2,598,947 4,105,067 5,748,288
Non-current
Secured borrowings:
Non-current portion of long-term bank borrowings 2,843,824 5,518,518 4,213,109
Non-current portion of long-term other borrowings — — 609,987
2,843,824 5,518,518 4,823,096
Unsecured borrowings:
Non-current portion of long-term bank borrowings 80,000 279,000 1,112,298
Non-current portion of long-term other borrowings 487,812 481,469 426,051
567,812 760,469 1,538,349
3,411,636 6,278,987 6,361,445
As at 31 December 2023, 2024 and 2025 the borrowings bear effective interest rates range of
2.40% *4.25%, 2.28% *5.59% and 1.96% *4.14% per annum respectively.
APPENDIX I ACCOUNTANTS’ REPORT
–I - 7 3–


--- page 370 ---
Notes:
(a) Bank’s credit facilities amounted to a pproximately RMB8,850, 480,000, RMB5,689,120,000
and RMB9,078,950,000 had not been utilised as at 31 December 2023, 2024 and 2025
respectively.
(b) Secured borrowings were mainly secured by b ank deposits and time deposits, trade and notes
receivables, financial assets at FVTPL, propert y, plant and equipment and prepaid land lease
payments. Details of the Group’s assets pledged for the Group’s borrowings are disclosed in
Note 35 to the Historical Financial Information.
(c) The note receivables discounted to banks main ly were arising from intragroup transactions
among members of the Group, which were eliminated in full on consolidation.
The Company
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Current
Secured borrowings:
Current portion of long-term bank borrowings 25,521 40,501 142,489
Advances from banks on discounted notes receivables 35,830 15,360 90,323
61,351 55,861 232,812
Unsecured borrowings:
Short-term bank borrowings 78,074 512,628 1,142,972
Current portion of long-term bank borrowings 212,000 134,000 190,000
290,074 646,628 1,332,972
351,425 702,489 1,565,784
Non-current
Secured borrowings:
Non-current portion of long-term bank borrowings 230,000 190,000 150,000
Unsecured borrowings:
Non-current portion of long-term bank borrowings 80,000 279,000 872,500
310,000 469,000 1,022,500
APPENDIX I ACCOUNTANTS’ REPORT
–I - 7 4–


--- page 371 ---
During the Track Record Period, the Group did not vi olate any financial covenants under the agreements
of borrowings. The Group’s and the Company’s borrowings were repayable as follows:
The Group
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Analysed as:
— Within 1 year 2,598,947 4,105,067 5,748,288
— Over 1 year but within 2 years 650,096 1,642,017 2,187,443
— Over 2 years but within 3 years 747,375 1,717,634 2,041,593
— Over 3 years 2,014,165 2,919,336 2,132,409
6,010,583 10,384,054 12,109,733
The Company
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Analysed as:
— Within 1 year 351,425 702,489 1,565,784
— Over 1 year but within 2 years 120,000 182,000 692,500
— Over 2 years but within 3 years 40,000 177,000 260,000
— Over 3 years 150,000 110,000 70,000
661,425 1,171,489 2,588,284
The Group’s and the Company’s borrowings that are denominated in currencies of the relevant group
entities are set out below:
The Group
Denominated in:
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
RMB 6,010,583 9,326,845 11,080,295
EUR — 1,057,209 1,029,438
6,010,583 10,384,054 12,109,733
APPENDIX I ACCOUNTANTS’ REPORT
–I - 7 5–


--- page 372 ---
The Company
Denominated in:
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
RMB 661,425 1,171,489 2,588,284
Details of the Group’s borrowing with floating rate ar e disclosed in Note 42 to the Historical Financial
Information.
31. SHARE CAPITAL AND TREASURY SHARES
The Group and the Company
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Share capital 1,345,107 1,342,957 1,348,124
Treasury shares reserve (89,122) (62,765) (350,758)
1,255,985 1,280,192 997,366
The changes in the Company’s authorised, issue d and fully paid share capital are as follows:
Number of
shares Share capital
’000 RMB’000
Ordinary shares of RMB1 each
As at 1 January 2023 1,280,806 1,280,806
Issue of Shares under restricte d shares incentive schemes
(Note (a)) 921 921
Repurchase and cancellation of shares under restricted shares
incentive schemes (Note (b)) (44) (44)
Private placement (Note (d)) 63,424 63,424
As at 31 December 2023 and 1 January 2024 1,345,107 1,345,107
Repurchase and cancellation of shares under restricted shares
incentive schemes (Note (b)) (2,150) (2,150)
As at 31 December 2024 and 1 January 2025 1,342,957 1,342,957
Repurchase and cancellation of shares under restricted shares
incentive schemes (Note (b)) (1,065) (1,065)
Issue of Shares under restricte d shares incentive schemes
(Note (a)) 6,232 6,232
As at 31 December 2025 1,348,124 1,348,124
APPENDIX I ACCOUNTANTS’ REPORT
–I - 7 6–


--- page 373 ---
The detail of the treasury shares reserve and num ber of treasury shares outstanding at the end of
each year for the Track Record Period are as follows:
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
At the beginning of the year 100,566 89,122 62,765
Issue of shares under restricted shares incentive
scheme (Note (a)) 10,800 — —
Repurchase and cancellation of shares under
restricted shares incentive schemes (Note (b)) (535) (25,660) (11,989)
Revocable dividends attributable to restricted
shareholders (Note (f)) (524) (697) —
Release of shares under restricted shares incentive
schemes (Note (c)) (21,185) — —
Repurchase of shares (Note (e)) — — 299,982
At the end of the year 89,122 62,765 350,758
Number of treasury shares (in thousands) at the end
of the year 5,629 3,479 30,849
Notes:
(a) Pursuant to the approved restricted shar es incentive plan in the year ended 31 December 2022
(the ‘‘Incentive Plan 2022 ’’), 920,753 restricted shares were granted to the selected participants
in the years ended 31 December 2023 respectively. Details of the Company’s restricted shares
incentive plans are disclosed in Note 32 t o the Historical Financial Information.
In September 2025, pursuant to the approved type Ⅱrestricted shares incentive plan in the
year ended 31 December 2024 (the ‘‘ Incentive Plan 2024 ’’), 47 incentive participants met the
conditions and exercised the option. Th e Company has received total proceeds of
approximately RMB22,593,000 from these p articipants, all in cash. Of this amount,
RMB6,232,500 was added to Share Capital, and approximately RMB16,360,976 was
credited to Capital Reserve.
(b) On 17 May 2023, a total of 44,051 restricted shares granted in the Incentive Plan 2022 was
cancelled, as participants have resigned. The refore, a total of 44,051 number of shares under
the scheme was cancelled and treasury shares reserve of approximately RMB535,000 were
derecognised.
On 25 January 2024, a total of 47,559 restricted shares granted in the Incentive Plan 2022 was
cancelled, as participants have resigned. The refore, a total of 47,559 number of shares under
the scheme was cancelled and treasury shares reserve of approximately RMB570,000 were
derecognised.
On 13 August 2024, a total of 2,102,440 restricted shares granted in the Incentive Plan 2022
was cancelled, as participants did not meet the p erformance requirements. Therefore, a total
of 2,102,440 number of shares under the scheme wa s cancelled and treasury shares reserve of
approximately RMB25,090,000 were derecognised.
APPENDIX I ACCOUNTANTS’ REPORT
–I - 7 7–


--- page 374 ---
On 24 March 2025, a total of 54,892 restricted shares granted in the Incentive Plan 2022 was
cancelled, as participants have resigned. The refore, a total of 54,892 number of shares under
the scheme was cancelled and treasury shares reserve of approximately RMB639,000 were
derecognised.
On 21 August 2025, a total of 1,010,439 restricted shares granted in the Incentive Plan 2022
was cancelled, as participants have resigned or did not meet the performance requirements.
Therefore, the share capital of 1,010,439 num ber of shares under the scheme was cancelled and
treasury shares reserve of approximate ly RMB11,350,000 were derecognised.
(c) On 16 May 2023, a total of 1,529,718 restricted shares granted in the Incentive Plan 2022 met
the conditions for relieving restri ction were released and listed for circulation and the treasury
shares reserve of approximately RMB18,347,000 were derecognised.
On 22 May 2023, a total of 461,074 restricted shar es granted in the Incentive Plan 2020 met the
conditions for relieving restriction were relea sed and listed for circulation and the treasury
shares reserve of approximately RMB2,838,000 were derecognised.
(d) On 18 December 2023, as approved by CSRC and decision made by Regulatory Authority of
the SIX Swiss Exchange, the Company issued a total of 12,684,800 Global Depositary
Receipts (GDRs) to 17 specific t argeted objects. The newly added underlying securities,
A-share stocks represented by these GDRs, am ounted to 63,424,000 shares, which were listed
on the SIX Swiss Exchange. Through this issuan ce, the company raised approximately US$120
million, after deducting the transaction fe es of approximately US$1 million, the company
received approximately US$119 million. Accord ing to the central parity rate of the exchange
rate between the US dollar and the Chinese yuan published by the People’s Bank of China on
12 December 2023, which is 7.1174, per the privat e placement, the Company recognised share
capital of approximately RMB63,424,000 and capital reserve of approximately
RMB760,938,000, net of transaction costs.
(e) During the year ended 31 December 2025, the Company repurchased 28,435,840 of its own
ordinary shares through the Shenzhen Stock Exchange with an aggregate consideration of
approximately RMB299,982,000 paid.
(f) During the years ended 31 December 2023 and 2024, approximately RMB524,000 and
RMB697,000, respectively, cash dividends paid to the restricted shares were set off against the
treasury shares reserve as these dividends are revocable according to the relevant restricted
shares incentive schemes.
(g) Subsequent to 31 December 2025, the Company completed cancellation of 2,413,500
repurchased shares in January 2026.
32. SHARE-BASED EMPLOYEE COMPENSATIONS
(a) Share-based compensation expenses during the Track Record Period were as follows:
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Equity settled share-based compensation 4,811 11,982 39,906
APPENDIX I ACCOUNTANTS’ REPORT
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(b) Restricted Stock Incentive Plans Related to A Shares
The Company granted both Type I and Type II restricted shares. The particulars of the Type I and
Type II restricted shares are as follows:
(i) Type I restricted shares
Type I restricted shares refer to ordinary sh ares issued to the participants with certain
restrictions stipulated under the Restricted A-s hare Scheme. On the grant date of Type I restricted
shares, the participants of Type I restricted sha res were entitled to receive newly issued ordinary
shares of the Company and were required to p ay the purchase price upon accepting the Type I
restricted shares.
Type I restricted shares shall be locked up immediately upon grant. The release of the
restriction of the restricted shares granted to t he participants shall be subject to performance
conditions and a lock-up period after the date of r egistration. The restricted shares held by the
participants shall be unlocked in two or three tra nches of the total number of the restricted shares
granted upon the expiry of each lock-up period. The r estriction on the restricted share would only be
released upon both the performance condition of the Group and the performance condition of the
individuals are met.
If the either of the performance conditions are not met, the Company will repurchase the Type
I restricted shares from the employee at purch ase price. The total consideration paid by the
participants are recognised as liabilities and wi ll only be reversed by portion to other reserve when
the shares are vested each year.
Pursuant to the ‘‘Proposal on the 2020 Restri cted Stock Incentive Plan (Draft) and its
Summary of the Company’’ (the ‘‘ Incentive Plan 2020 ’’) approved at the 2019 Annual General
Meeting of the Company on 15 May 2020, the Company completed the registration of the grant of
3,253,000 type I restricted stock with lock-up period to 128 incentive participants in June 2020 at a
grant price of RMB16.21 per share. Pursuant to the Incentive Plan 2020, the restricted stock granted
to participants will be unlocked in two periods af ter 12 months from the date of completion of the
registration of the grant, and the maximum per centage of unlocking for each period will be 50%
according to the Group’s performance appraisal and individual performance appraisal, etc.. As the
share plan occurred before the Track Record Peri od, after conversion, divi dend distribution and
repurchase, the number of restricted stocks remaining as at 1 January 2023 was 461,074.
Pursuant to the ‘‘Proposal on the 2022 Restri cted Stock Incentive Plan (Draft) and its
Summary of the Company’’ (the ‘‘ Incentive Plan 2022 ’’) approved at the 2022 second extraordinary
general meeting of the Company on 21 February 2022, the Company completed the registration of
the initial grant of 2,590,100 type I restricted stock with lock-up period of 36 months to 289
incentive participants in April 2022 at a grant price of RMB18.25 per share and 920,753 type I
restricted stock with lock-up pe riod of 24 months to 89 incentive p articipants which in reserved
grant portion in February 2023 at a grant price of RMB11.73. Pursuant to the Incentive Plan 2022,
the restricted stock initial granted to 289 incentive participants in April 2022 will be unlocked in
three periods after 12 months from the date of compl etion of the registration of the grant, and the
maximum percentage of unlocking for each period will be 40%, 40% and 20%, respectively,
according to the Group’s performance appraisal a nd individual performance appraisal, etc.. The
restricted stock granted to 89 incentive partic ipants in February 2023 will be unlocked in two
periods after 12 months from the date of complet ion of the registration of the grant, and the
maximum percentage of unlocking for each p eriod will be 50% according to the Group’s
performance appraisal and individual performance appraisal, etc.. As the share plan occurred before
the Track Record Period, after conversion, divide nd distribution and repurchase, the number of
restricted stocks remaining as at 1 January 2023 was 3,868,346.
APPENDIX I ACCOUNTANTS’ REPORT
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Set out below are details of the movements o f the outstanding number of Type I restricted
shares throughout the Track Record Period:
Year ended 31 December
2023 2024 2025
’000 ’000 ’000
As at beginning of the year 4,329 3,215 1,065
Granted 921 — —
Lapsed (44) (2,150) (1,065)
Released (1,991) — —
As at end of the year 3,215 1,065 —
Exercisable at end of the year — — —
Subsequent to 31 December 2025, pursuant to the ‘‘Proposal on the 2026 Restricted Stock
Incentive Plan (Draft) and its Summary of the Company’’ (the ‘‘ Incentive Plan 2026 ’’) approved at
the 2026 second extraordinary general meeting of the Company on 31 March 2026, the Company
completed the registration of the g rant of 8,580,200 type I restricted stock in treasury shares with
lock-up period of 24 months to 63 incentive partic ipants in April 2026 at a grant price of RMB7.50
per share. Pursuant to the Incentive Plan 2026, the restricted stock will be unlocked in two periods
after 12 months from the date of completion of t he registration of the grant, and the maximum
percentage of unlocking for each period will be 50% according to the Group’s performance
appraisal and individual performance appraisal, etc..
(ii) Type II restricted shares
Type II restricted shares refe r to the ordinary shares that participants could be subscribed
upon the satisfaction of both the Group’s perform ance conditions and individual performance
conditions under the Restricted A-share Sch eme. Upon the satisfaction of the Group’s and
individuals’ performance conditions under the Restri cted A-share Scheme, the participants of Type
II restricted shares have the right to subscribe ordinary shares.
Type II restricted shares shall be vested ove r a two-year or a three-year period, with shares
vesting on each anniversary date after the vesti ng commencement date upon the satisfaction of the
Group’s performance conditions and individual p erformance conditions under the Restricted
A-share Scheme. The shares before the participan ts’ subscription do not give the participants the
right to obtain dividends or the right to vote at the shareholders’ meeting.
Pursuant to the proposals such as ‘‘Proposal on the 2023 Restricted Stock Incentive Plan
(Draft) and its Summary of the Company’’ (the ‘‘ Incentive Plan 2023 ’’) approved at the 2023 third
extraordinary general meeting of the Company on 11 November 2023, the Company completed the
registration of the initial grant of 2,650,000 ty pe II restricted stock with lock-up period to 49
incentive participants in December 2023 at a grant price of RMB7.16 per share. Pursuant to the
Incentive Plan 2023, the restricted shares granted to participants will be unlocked in two periods
after 12 months from the date of completion of t he registration of the grant, and the maximum
percentage of unlocking for each period will be 50% according to the Group’s performance
appraisal and individual performance appraisal, etc..
APPENDIX I ACCOUNTANTS’ REPORT
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Pursuant to the proposals such as ‘‘Proposal on the 2024 Restricted Stock Incentive Plan
(Draft) and its Summary of the Company’’ (the ‘‘ Incentive Plan 2024 ’’) approved at the 2024 first
extraordinary general meeting of the Company o n 27 September 2024, the Company completed the
registration of the initial grant of 12,630,000 ty pe II restricted stock with lock-up period to 50
incentive participants in October 2024 at a grant price of RMB3.75 per share and 370,000 type II
restricted stock with lock-up period to 5 incenti ve participants in August 2025 at a grant price of
RMB3.70 per share. Pursuant to the Incentive Plan 2024, the restricted shares granted to 5 incentive
participants in September 2024 will be unlocked i n three periods after 12 months from the date of
completion of the registration of the grant, an d the maximum percentage of unlocking for each
period will be 50%, 30% and 20%, respectively, a ccording to the Group’s performance appraisal
and individual performance appraisal, etc.. The rest ricted stock granted to 5 i ncentive participants
in August 2025 will be unlocked in two periods after 12 months from the date of completion of the
registration of the grant, and the maximum per centage of unlocking for each period will be 50%
according to the Group’s performance appraisal a nd individual performance appraisal, etc..
Set out below are details of the movements of the outstanding number of Type II restricted
shares throughout the Track Record Period:
Year ended 31 December
2023 2024 2025
’000 ’000 ’000
As at beginning of the year — 2,650 15,280
Granted 2,650 12,630 370
Exercised — — (6,232)
Forfeited — — (1,570)
As at end of the year 2,650 15,280 7,848
Exercisable at end of the year — 6,315 3,974
The fair value of the equity-set tled equity incentive granted on the grant date is estimated
using the Black-Scholes option pricing model, in combination with the terms and conditions of the
equity incentive granted. The following table lists the inputs to the model used:
Incentive Plan
2023
Incentive Plan
2024
Share price RMB15.45 RMB10.75
Exercise price (Note) RMB7.16 RMB3.75
Expected volatility 13.85%–18.56% 22.30%–28.19%
Expected life 2 years 3 years
Risk-free rate 2.38%–2.44% 1.50%–2.75%
Expected dividend yield 0.50% —
Note: The exercise price of Type II restricted shares may be adjusted in case of any
allotments of shares, payments of share dividends or other similar changes in the
Company’s share capital.
APPENDIX I ACCOUNTANTS’ REPORT
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33. RESERVE
The Group
During the Track Record Period, the amounts of the Group’s reserves and the changes therein are
presented in the consolidated statements of changes in equity.
The Company
Capital
reserve
Statutory
reserve
Other
comprehensive
income reserve
Retained
earnings Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
As at 1 January 2023 5,666,315 97,712 — 384,245 6,148,272
Total comprehensive income for
the year — — — 117,818 117,818
Appropriation of statutory r eserve — 11,782 — (11,782) —
Dividends declared (Note 12) — — — (127,931) (127,931)
Share-based compensation
expenses 4,712 — — — 4,712
Issue, repurchase and release of
shares under restricted shares
incentive schemes 9,389 — — — 9,389
Private placement 760,938 — — — 760,938
As at 31 December 2023 and
1 January 2024 6,441,354 109,494 — 362,350 6,913,198
Total comprehensive income for
the year — — — 280,994 280,994
Appropriation of statutory r eserve — 28,099 — (28,099) —
Dividends declared (Note 12) — — — (295,382) (295,382)
Share-based compensation
expenses 11,982 — — — 11,982
Issue and repurchase of shares
under restricted shares incentive
schemes (23,510) — — — (23,510)
As at 31 December 2024 and
1 January 2025 6,429,826 137,593 — 319,863 6,887,282
Total comprehensive income/
(loss) for the year — — 12,047 (22,217) (10,170)
Dividends declared (Note 12) — — — (66,595) (66,595)
APPENDIX I ACCOUNTANTS’ REPORT
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Capital
reserve
Statutory
reserve
Other
comprehensive
income reserve
Retained
earnings Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Share-based compensation
expenses 39,906 — — — 39,906
Repurchase and cancelled of
shares under restricted shares
incentive schemes (10,924) — — — (10,924)
Issue of shares under restricted
shares
incentive schemes (Note 32) 16,361 — — — 16,361
As at 31 December 2025 6,475,169 137,593 12,047 231,051 6,855,860
34. PARTLY-OWNED SUBSIDIARIES WITH MA TERIAL NON-CONTROLLING INTERESTS
Details of the Group’s subsidiary that have materi al non-controlling interests are set out below:
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Percentage of equity interest held by non-controlling
interests:
Hefei senior new energy materials Co., Ltd. 40% 40% 40%
Accumulated balances of non-controlling interests:
Hefei senior new energy materials Co., Ltd. 164,942 171,839 209,313
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Profit for the year allocated to non-controlling interests:
Hefei senior new energy materials Co., Ltd. 17,383 6,897 37,474
The following tables illust rate the summarised financial informat ion of the above subsidiary. The amounts
disclosed are before any intra-group eliminations:
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Current assets 472,766 599,505 719,471
Non-current assets 723,291 605,277 556,230
Current liabilities 315,635 374,072 483,552
Non-current liabilities 246,752 177,652 144,049
Net assets 633,670 653,058 648,100
APPENDIX I ACCOUNTANTS’ REPORT
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Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Revenue 282,028 354,672 437,540
Total costs and expenses (236,425) (335,284) (342,499)
Profit for the year 45,603 19,388 95,041
Total comprehensive income for the year 45,603 19,388 95,041
Net cash flows generated from operating activities 121,781 40,712 138,991
Net cash flows used in investing act ivities (132,120) (3,065) (14,826)
Net cash flows generated from/(used in) financing activities 10,434 (99,739) (106,057)
Net increase/(decrease) in cash and cash equivalents 95 (62,092) 18,108
35. PLEDGED ASSETS
The Group
At the end of each year for the Track Record Period, the Group’s certain assets have been pledged to
secure notes payables, borrowings a nd banking facilities granted to t he Group. The carrying amounts of
the pledged assets of the Group at the end of each year for the Track Record Period are as follows:
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Property, plant and equipment (Note 14) 2,368,770 1,923,049 4,816,201
Restricted bank deposits and time deposits 2,128,940 1,078,693 856,764
Prepaid land lease payments 285,267 465,122 453,896
Trade and notes receivables — — 285,722
4,782,977 3,466,864 6,412,583
Note: As at 31 December 2023, 2024 and 2025, certain investments in subsidiaries with carrying
amount of approximately nil, R MB576,966,000 and RMB829,855,000, r espectively, were
pledged for bank borrowings of the Group.
APPENDIX I ACCOUNTANTS’ REPORT
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36. NOTES TO THE CONSOLIDATED STATEMENTS OF CASH FLOWS
(a) Reconciliation of liabilities arising from financing activities
Reconciliation of liabilities ari sing from financing activities during the Track Record Period are as
follows:
Bank
borrowings
Other
borrowings
Lease
liabilities
Dividends
payable
RMB’000 RMB’000 RMB’000 RMB’000
Note 30 Note 30 Note 15(b)
As at 1 January 2023 2,651,934 798,107 41,771 —
Cash flows 1,437,840 1,114,115 (2,402) (127,931)
Interest paid (112,158) (39,281) (2,840) —
Interest expense 126,825 33,201 2,840 —
Dividends declared (Note 12) — — — 127,931
Exchange realignment — — 1,627 —
As at 31 December 2023 and
1 January 2024 4,104,441 1,906,142 40,996 —
Cash flows 3,183,533 1,174,760 (7,494) (295,382)
Interest paid (217,599) (22,874) (5,019) —
Interest expense 223,172 34,017 5,019 —
Dividends declared (Note 12) — — — 295,382
New leases — — 288,083 —
Exchange realignment (1,539) — (3,080) —
As at 31 December 2024 and
1 January 2025 7,292,008 3,092,045 318,505 —
Cash flows 1,086,554 534,116 (69,464) (66,595)
Interest paid (196,210) (53,335) (15,236) —
Interest expense 248,061 53,335 15,236 —
Dividends declared (Note 12) — — — 66,595
New leases — — 57,998 —
Exchange realignment 53,159 — (1,169) —
As at 31 December 2025 8,483,572 3,626,161 305,870 —
(b) Major non-cash investing and financing activities
Major non-cash investing and financing activit ies disclosed in other notes are as follows:
. additions to right-of-use assets in respect of leased buildings — Note 15.
APPENDIX I ACCOUNTANTS’ REPORT
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37. PARTICULARS OF PRINCIPAL SUBSIDIARIES OF THE COMPANY
The Company
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Unlisted investments, at co st 4,502,627 4,783,627 8,433,200
At the end of each year for the Track Record Period and the date of this report, the Company’s
principal subsidiaries are as follows:
Name of entity
Place of
incorporation/
operation
Registered share
capital
Effective interest held by the Company
As at 31 December
As at the
date of
this report Principal activities
2023 2024 2025
Directly held:
Hefei Senior New Energy Materials
Co., Ltd. ( 合肥星源新能源材料有限
公司) (Note (b))
The PRC RMB650,000,000 60% 60% 60% 60% Manufacturing
industry
Changzhou Senior New Energy
Materials Co., Ltd. ( 常州星源新能
源材料有限公司) (Note (b))
The PRC RMB300,000,000 100% 100% 100% 100% Manufacturing
industry
Jiangsu Senior New Material
Technology Co., Ltd. ( 江蘇星源新材
料科技有限公司) (Note (b))
The PRC RMB300,000,000 100% 100% 100% 100% Manufacturing
industry
Senior Material (Nantong) New
Materials Technology Co., Ltd.
(星源材質（南通）新材料科技有限
公司) (Note (b))
The PRC RMB1,000,000,000 100% 100% 100% 100% Manufacturing
industry
Senior Material (Foshan) New
Materials Technology Co., Ltd.
(星源材質（佛
山）新材料科技有限
公司) (Note (c))
The PRC RMB1,000,000,000 100% 100% 100% 100% Manufacturing
industry
Senior International Holding
(Singapore) Pte. Ltd. (Note (d))
Singapore SGD2,500,000 100% 100% 100% 100% Research and
Development,
trading,
investment
Senior Material Properties AB
(Note (e)(g))
Sweden SEK25,000 100% N/A N/A N/A Manufacturing
industry
Senior Material (Europe) AB
(Note (e)(g))
Sweden SEK20,000,000 100% N/A N/A N/A Manufacturing
industry
Innovay New Material Technology
(Malaysia) Co., Ltd. (Note (f))
Malaysia MYR2,500,000 100% 100% 100% 100% Manufacturing
industry
Indirectly held:
Senior Material (Europe) AB
(Note (e)(g))
Sweden SEK20,000,000 N/A 100% 100% 100% Manufacturing
industry
Senior Material Properties AB
(Note (e)(g))
Sweden SEK25,000 N/A 100% 100% 100% Manufacturing
industry
Green New Energy Materials, Inc. United States USD10,000 N/A 100% 100% 100% Manufacturing
industry
APPENDIX I ACCOUNTANTS’ REPORT
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Notes:
(a) The English name of the subsidiaries with Ch inese names represents the best effort by the
management of the Group in translating their Chinese names as they do not have an official
English name.
(b) The financial statements of the entity for the years ended 31 December 2023 and 2024 were
audited by Huaxing Certified P ublic Accountants (Special General Partnership), Certified
Public Accountants, the PRC. The financial s tatements of the entity for the year ended 31
December 2025 were audited by RSM China CPA LLP.
(c) The financial statements of the entity for the years ended 31 December 2023 and 2024 were
audited by Huaxing Certified P ublic Accountants (Special General Partnership), Certified
Public Accountants, the PRC. The financial s tatements of the entity for the year ended 31
December 2025 were audited by RSM China CPA LLP.
(d) The financial statements of the entity for the years ended 31 December 2023 and 2024 were
audited by SC TEO & CO, Public Accountants & C hartered Accountants. At the date of this
report, the audited financial statements of th is subsidiary for the year ended 31 December
2025 are not yet issued.
(e) The financial statements of the entity for the years ended 31 December 2023 and 2024 were
audited by KPMG AB. At the date of this repor t, the audited financial statements of this
subsidiary for the year ended 31 December 2025 are not yet issued.
(f) No audited financial statements of this subsidiary for the year ended 31 December 2023 as it’s
newly incorporated and not required to issue audi ted financial statements under the statutory
requirements. The financial statements of the entity for the years ended 31 December 2024
were audited by RSM Malaysia PLT. At the d ate of this report, the audited financial
statements of these subsidiaries for the year ended 31 December 2025 are not yet issued.
(g) The ownership structure underwent a transfor mation whereby the equity interests of Senior
Material Properties AB and Senior Material (Europe) AB were transferred to a subsidiary
entity under the Company’s corporate structure . This transaction resulted in the conversion of
the ownership from a direct holding arrangemen t to an indirect ownership model through the
subsidiary.
The above table lists the subsidiaries of the Company which, in the opinion of the directors of the
Company, principally affected the results during the Track Record Period 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
of the Company, result in particulars of excessive length.
All the subsidiaries of the Company are limited liability companies . All subsidiaries have adopted 31
December as their financial year end date.
None of the subsidiaries had issued any debt securities during the Track Record Period.
APPENDIX I ACCOUNTANTS’ REPORT
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38. COMMITMENTS
At the end of each year for the Track Record Period, the Group’s capital commitments contracted but not
provided for in the Historical Fina ncial Information were as follows:
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Contracted, but not provided for, net of deposits paid
and prepayments
— Property, plant and equipment 3,516,998 4,780,580 2,169,527
39. RELATED PARTY TRANSACTIONS
The Group entered into the following related pa rty transactions during the Track Record Period.
(a) Relationships with related parties
Name of related party Relationship with the Group
Shenzhen Qianhai Runmu Investment Partnership
Enterprise (Limited Partnership)* ( 深圳市前海潤
木投資合夥企業（有限合夥）) (Note (i))
An associate of the Group
Shenzhen Qianhai Runmu Management Co., Ltd.
(深圳市前海潤木管理有限公司)
A company controlled by the former
company secretary Shen Xiwen ( 沈熙文)
Shenzhen Cotran New Material Co., Ltd. (Former
name: Shenzhen Kexin Hydrogen Materials Co.,
Ltd.)* 深圳市科新創界新材料有限公司(曾用名:深
圳市科新氫材有限公司)
A company in which the ultimate controller
holds a 30% (25.61% as at 31 December
2025) equity interest
Shenzhen Youte Qingxin Filter Material Technology
Co., Ltd*. ( 深圳優特
清新濾材科技有限公司)
A company controlled by the son of the
ultimate controller
Shenzhen Xinyuanbang Technology Co., Ltd.*
(深圳新源邦科技有限公司)
An associate of the Group from October
2022
N-Tech Environment Protection Science and
Technology (Changzhou) Co., Ltd.*
(恩泰環保科技（常州）有限公司) (Note (ii))
An associate of the Group before December
2023 and a company controlled by the
brother of the ultimate controller
Shenzhen Xinglanxin New Material Technology Co.,
Ltd. ( 深圳市星藍鑫新材料科技有限公司)
An associate of the Group
* For Identification only
APPENDIX I ACCOUNTANTS’ REPORT
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Notes:
(i) In November 2023, the Company partnered with Shenzhen Qianhai Runmu Management Co.,
Ltd. to form Shenzhen Qianhai Runmu Investmen t Partnership (Limited Partnership),
subscribing RMB40 million (40% interest) as a li mited partner. The capital was fully paid in
January 2024 and was repaid in March 2025.
(ii) In December 2023, the N-Tech introduced a new investor and the Company’s percentage of
ownership decrease to 10.11% and lost the seat on the board of directors of the N-Tech. the
Company no longer has a significant influence on N-Tech and accounted for the investment as
FVTPL based on the investment strategy.
(b) Transactions with related parties
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Sales transactions:
— Shenzhen Youte Qingxin Filter Material
Technology Co., Ltd. — 6 431
— Shenzhen Xinglanxin New Material Technology
Co., Ltd. — — 1,158
— 6 1,589
Rental transactions:
— Shenzhen Cotran New Material Co., Ltd. — — 666
— Shenzhen Xinglanxin New Material Technology
Co., Ltd. — — 1,675
— — 2,341
Procurement transactions:
— Shenzhen Xinyuanbang Technology Co., Ltd. 398 1,042 6,028
— N-Tech Environment Protection Science and
Technology (Changzhou) Co., Ltd. — 195 140
— Shenzhen Cotran New Material Co., Ltd. — 189 —
398 1,426 6,168
Acquisition of equity instrument from related party
In December 2024, the Group acquired 4.5373% of the equity of Guangdong Tanyu New
Materials Co., Ltd. held by Shenzhen Qianhai Runmu I nvestment Partnership (Limited Partnership)
through a share transfer payment of RMB13,816, 000. In March 2025, the equity registration change
was completed.
APPENDIX I ACCOUNTANTS’ REPORT
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(c) Balances with related parties
The Group
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Amounts due from related parties
(trade in nature):
— Shenzhen Youte Qingxin Filter Material
Technology Co., Ltd. — 6 207
— Shenzhen Cotran New Material Co., Ltd. — — 722
— Shenzhen Xinglanxin New Material Technology
Co., Ltd. — — 2,717
— 6 3,646
Amounts due to related parties
(trade in nature):
— Shenzhen Xinyuanbang Technology Co., Ltd. 119 518 905
— N-Tech Environment Protection Science and
Technology (Changzhou) Co., Ltd. — 117 89
119 635 994
Note: The amounts are unsecured, interest-free and recoverable or repayable on demand.
The Company
(i) Amounts due from subsidiaries and related parties
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Amounts due from subsidiaries 1,160,218 4,241,544 3,110,104
Amounts due from related parties — 6 3,646
1,160,218 4,241,550 3,113,750
(ii) Amounts due to subsidiaries and related parties
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Amounts due to subsidiaries 2,474,151 4,404,017 4,239,246
Amounts due to related parties 119 421 406
2,474,270 4,404,438 4,239,652
The balance of amounts due from/to related parties a re in trade nature, unsecured, interest-free and
recoverable or repayable on demand.
APPENDIX I ACCOUNTANTS’ REPORT
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(d) Key management compensation
Key management includes directors (executive and non-executive) and the senior management of the
Group. The compensation paid or payable to key management for employee services is shown below:
Year ended 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Fees 240 234 240
Salaries, allowances, d iscretionary bonuses and
benefits in kind 7,787 12,035 6,550
Retirement scheme contributions 180 293 199
Share-based compensation expenses 184 2,719 1,884
Total compensation paid to key management
personnel 8,391 15,281 8,873
40. FINANCIAL INSTR UMENTS BY CATEGORY
The carrying amounts of each financial instrument as at the end of each year for the reporting period are
as follows:
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Financial assets
Financial assets at amortised cost
— Trade and notes receivables 1,773,249 2,376,056 2,480,060
— Other receivables 8,256 17,862 31,599
— Bank balances, deposits and cash 3,873,349 3,729,447 2,044,435
— Amounts due from related parties — 6 3,646
Financial assets at FVTPL
— Bank WMPs and structured deposits 618,835 260,564 —
— Fund products 251,803 38,803 30,001
— Unlisted equity instruments 64,212 76,982 94,598
Financial assets at FVTOCI
— Notes receivables measured at FVTOCI 79,585 292,318 369,753
— Unlisted equity investments — — 30,863
6,669,289 6,792,038 5,084,955
APPENDIX I ACCOUNTANTS’ REPORT
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As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Financial liabilities
Financial liabilities measured at amortised cost
— Trade and notes payables 478,454 532,281 669,699
— Other payables and accruals 838,167 1,327,396 915,015
— Amounts due to related parties 119 635 994
— Borrowings 6,010,583 10,384,054 12,109,733
— Lease liabilities 40,996 318,504 305,870
Financial liabilities at FVTPL
— Foreign exchange forward contracts and options — — 12,620
7,368,319 12,562,870 14,013,931
41. FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS
Financial assets and liabilities measured at fair value in the consolidated statements of financial position
are grouped into three levels of a fair value hierarchy. The three levels are defined based on the observability
and significance of inputs to the measurements, as follows:
Level 1 : quoted prices (unadjusted) in active ma rkets for identical assets and liabilities.
Level 2 : inputs other than quoted prices included wit hin Level 1 that are observable for the asset or
liability, either dir ectly or indirectly, and not using s ignificant unobservable inputs.
Level 3 : significant unobservable inputs for the asset or liability.
The level in the fair value hierarchy within which the fin ancial asset or liability is categorised in its entirety
is based on the lowest level of input that is significant to the fair value measurement.
The table below analyses the Group’s financial inst ruments carried at fair value as at 31 December 2023,
2024 and 2025 by level of the inputs to valuation techniques used to measure fair value. Such inputs are
categorised into three levels within a fair value hierarchy as follows:
— Quoted prices (unadjusted) in active markets f or identical assets or liabilities (Level 1);
— Inputs other than quoted prices included within Level 1 that are observable for t he asset or liability,
either directly (that is, as prices) or indirect ly (that is, derived from prices) (Level 2); and
— Inputs for the asset or liability that are not based o n observable market data (that is, significant
unobservable inputs) (Level 3).
APPENDIX I ACCOUNTANTS’ REPORT
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(a) Fair value hierarchy
As at 31 December 2023, 2024 and 2025, the financial assets measured at fair value on a recurring
basis by the above three levels were analysed below:
Level 1 Level 2 Level 3 Total
RMB’000 RMB’000 RMB’000 RMB’000
As at 31 December 2023
Financial assets at FVTPL
— Fund products 251,803 — — 251,803
— Bank WMPs and structured deposits — — 618,835 618,835
— Unlisted equity instruments — — 64,212 64,212
Financial assets at FVTOCI
— Notes receivables measured at FVTOCI — — 79,585 79,585
251,803 — 762,632 1,014,435
As at 31 December 2024
Financial assets at FVTPL
— Fund products 38,803 — — 38,803
— Bank WMPs and structured deposits — — 260,564 260,564
— Unlisted equity instruments — — 76,982 76,982
Financial assets at FVTOCI
— Notes receivables measured at FVTOCI — — 292,318 292,318
38,803 — 629,864 668,667
As at 31 December 2025
Financial assets at FVTPL
— Fund products — 30,001 — 30,001
— Unlisted equity instruments — — 94,598 94,598
Financial assets at FVTOCI
— Unlisted equity instruments — — 30,863 30,863
— Notes receivables measured at FVTOCI — — 369,753 369,753
— 30,001 495,214 525,215
Financial liabilities at FVTPL
— Foreign exchange forward contract and
options — 12,620 — 12,620
(b) Valuation techniques used to determine fair values
The fair value of financial instruments traded in an active market is determined at the quoted
market price; and the fair value of those not traded in an active market is determined by the Group using
valuation technique. The valuation models used mainly discounted cash flow approach and market
approach. The inputs of the valuation technique mainly include expected rate of return, recent transaction
price and discount rate.
Assets subject to Level 3 fair value measurement w ere mainly included wealth management products
and structured deposits, notes receivables measured at F VTOCI, equity investments in unlisted entities at
FVTPL and at FVTOCI. These assets and liabilities were measured ma inly using discounted cash flow
approach and market approach. The judgement of L evel 3 of the fair value hierarchy is based on the
materiality of unobservable inputs tow ards calculation of whole fair value.
APPENDIX I ACCOUNTANTS’ REPORT
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During the Track Record Period, there was no tr ansfer between Level 1 and Level 2 into or out of
Level 3.
The quantitative information of fair value measurements as at 31 December 2023, 2024 and 2025 for
Level 2 and 3 is as follows:
Fair value
hierarchy As at 31 December
Valuation technique
and key input(s)
Relationship of
significant unobservable
input(s) to fair value
2023 2024 2025
RMB’000 RMB’000 RMB’000
Financial assets at
FVTPL
Fund product Level 2 — — 30,001 Quoted prices in the
over-the-counter market
N/A
Bank WMPs and
structured deposits
Level 3 618,835 260,564 — Expected rate of return The higher the expected
rate of return, the
higher the fair value
Unlisted equity
investments
Level 3 6,300 16,300 19,028 Market approach, Recent
transaction price
The higher the recent
transaction price, the
higher the fair value
Unlisted equity
investments
Level 3 57,912 60,682 75,570 As at 31 December 2023 and
2024 : Discounted cash
flow approach and
market approach,
Discount rate
As at 31 December 2025 :
Market approach,
Discount for lack of
marketability (‘‘DLOM’’)
and Enterprise Value to
Sales (‘‘EV/S’’)
multiples202
The higher the value of
comparable
companies, the higher
the fair value; the
higher the discount
rate, the lower the fair
value
The higher the value of
DLOM, the lower the
fair value; the higher
the EV/S multiples,
the higher the fair
value
Financial assets at
FVTOCI
Unlisted equity
investments
Level 3 — — 30,863 Market approach, Recent
transaction price
The higher the recent
transaction price, the
higher the fair value
Notes receivables
measured at FVTOCI
Level 3 79,585 292,318 369,753 Di scount rate The higher the discount
rate, the lower the fair
value
762,632 629,864 525,215
Financial liabilities at
FVTPL
Foreign exchange
forward contracts and
options
Level 2 — — 12,620 Discounted cash flow.
Future cash flows are
estimated based on
forward exchange rates
(from observable forward
exchange rates at the end
of the reporting period)
and contract forward
rates, discounted at a rate
that reflects the credit
risk of various
counterparties
N/A
APPENDIX I ACCOUNTANTS’ REPORT
–I - 9 4–


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Below is a summary of quantitative sensitivity analys is disclosed for the financial assets subject to Level 3
fair value measurement at the end of each of the reporting period:
Valuation technique
and key input(s) Range of inputs Sensitivity analysis
As at 31 December
2023 2024 2025
Financial assets at FVTPL
Bank WMPs and
structured deposits
Expected rate of
return
2.02%–
3.57%
1.44%–
2.4%
N/A As at 31 December 2023, 2024 and
2025, if expected rate of return were
increased/decreased by 0.5%, the
fair value of Bank WMPs and
structured deposits at FVTPL would
have been approximately
RMB470,000, RMB209,000 and nil
higher/lower respectively.
Unlisted equity
investments
Market approach,
Recent transaction
price
N/A N/A N/A As at 31 December 2023, 2024, and
2025, if the recent transaction price
were increased/decreased by 5%, the
fair value of unlisted equity
investments at FVTPL would have
been approximately RMB315,000,
RMB815,000 and RMB951,000
higher/lower respectively.
Unlisted equity
investments
Discounted cash flow
approach and
market approach,
Discount rate
12.50% 12.50% N/A As at 31 December 2023 and 2024, if
the discount rate had been higher/
lower by 0.5%, the fair value of
unlisted equity investments at
FVTPL would have been
approximately RMB5,646,000 and
RMB5,646,000 lower/higher
respectively.
Market approach,
DLOM
N/A N/A 16.55% As at 31 December 2025, if the DLOM
had been higher/lower by 5%, the
fair value of unlisted equity
investments at FVTPL would have
been approximately RMB5,318,000
lower/higher re spectively.
Market approach,
EV/S multiples
N/A N/A 4.46 As at 31 December 2025, if the EV/S
multiples was increased/decreased by
5%, the fair value of unlisted equity
investments at FVTPL would have
been approximately RMB4,438,000
higher/lower respectively.
Financial assets at
FVTOCI
Notes receivables
measured at FVTOCI
Discount rate 0.75%–
2.37%
1.03%–
2.3%
0.5%–
1.99%
As at 31 December 2023, 2024, and
2025, if the discount rate had been
higher/lower by 0.5%, the fair value
of notes receivables at FVTOCI
would have been approximately
RMB383,000, RMB1,423,000 and
RMB1,795,000 lower/higher
respectively.
Unlisted equity
investments
Market approach,
Recent transaction
price
N/A N/A N/A As at 31 December 2025, if the recent
transaction price were increased/
decreased by 5%, the fair value of
unlisted equity investments at
FVTOCI would have been
approximately RMB1,543,000
higher/lower.
APPENDIX I ACCOUNTANTS’ REPORT
–I - 9 5–


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(c) Reconciliation of Level 3 fair value measurements
The following tables present the changes in level 3 financial instruments during the Track Record
Period:
(i) Financial assets at FVTPL
Bank WMPs
and structured
deposits
Unlisted equity
investments
RMB’000 RMB’000
As at 1 January 2023 1,505,870 300
Additions 4,387,000 63,912
Disposals (5,312,755) —
Fair value gains 38,720 —
As at 31 December 2023 and 1 January 2024 618,835 64,212
Additions 4,914,000 10,000
Disposals (5,292,446) —
Fair value gains 20,175 2,770
As at 31 December 2024 and 1 January 2025 260,564 76,982
Additions 750,000 —
Disposals (1,011,863) —
Fair value gains 1,299 17,616
As at 31 December 2025 — 94,598
(ii) Financial assets at FVTOCI
Notes
receivables
measured at
FVTOCI
Unlisted equity
investment
RMB’000 RMB’000
As at 1 January 2023 87,503 —
Additions 392,098 —
Disposals (400,016) —
As at 31 December 2023 and 1 January 2024 79,585 —
Additions 657,528 —
Disposals (444,795) —
As at 31 December 2024 and 1 January 2025 292,318 —
Additions 2,069,441 18,816
Disposals (1,992,006) —
Fair value gains — 12,047
As at 31 December 2025 369,753 30,863
APPENDIX I ACCOUNTANTS’ REPORT
–I - 9 6–


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42. FINANCIAL RISK MANAGEMEN T OBJECTIVES AND POLICIES
The financial instruments of the Group mainly co mprise cash and cash equivalents, time deposits,
restricted bank deposits, trade and notes receivable s and other receivables, the main purpose of which is to
support for the operations of the Group. The Group has var ious other financial assets and liabilities such as
trade and notes receivables and trade and notes payables, which arise directly from its operations.
The risks of the Group’s financial instruments are mai nly arising from foreign currency risk, price risk,
interest rate risk, credit risk and liquidity risk. The directors of the Company review and agree policies for
managing each of these risks and they are summarised below.
Foreign currency risk
Foreign currency risk refers to the risk that th e fair value or future cash flows of a financial
instrument will fluctuate because of c hanges in foreign exchange rates.
As at 31 December 2023, 2024 and 2025, the Group’s m ajor monetary assets and liabilities exposed
to foreign currency risk are listed below:
USD EUR
RMB’000 RMB’000
As at 31 December 2023
Assets 1,217,265 31,977
Liabilities (120,975) (12,206)
Net exposure 1,096,290 19,771
As at 31 December 2024
Assets 1,156,905 390,164
Liabilities (20,711) (1,055,080)
Net exposure 1,136,194 (664,916)
As at 31 December 2025
Assets 664,426 83,705
Liabilities (48,378) (1,039,196)
Net exposure 616,048 (955,491)
Sensitivity analysis
The following table details the Group’s sensiti vity to a 5% increase and decrease in RMB against
USD 5% is the sensitivity rate used when reporting fo reign currency risk internally to key management
personnel and represents management’s assessment of the reasonably possible change in foreign exchange
rates. The sensitivity analysis includes only outst anding USD denominate monetary items and adjusts
their translation at the end of each year for the Track Record Period for a 5% change in foreign currency
APPENDIX I ACCOUNTANTS’ REPORT
–I - 9 7–


--- page 394 ---
rates. A negative number below indicates a decrease in profit before income tax where RMB strengthen
5% against USD. For a 5% weakening of RMB agai nst USD, there would be an equal and opposite
impact on the profit before income tax and the amounts below would be positive.
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
USD (54,815) (56,810) (30,802)
Other change in foreign exchange rates have no s ignificant impact on foreign currency risk.
Price risk
To manage its price risk arising from investments, t he Group diversifies its por tfolio. Diversification
of the portfolio is done in accordance with the limits set by the Group. Each investment is managed by
senior management on a case-by-case basis. The Group is exposed to price risk mainly arising from
investments in fund products and unlisted equit y instruments, See Note 41 (b) for details.
The Group is not exposed to commodity price risk.
Interest rate risk
The Group’s interest rate risk prima rily arises from long-term interest-bearing borrowings, and lease
liabilities. Long-term borrowings issued at variabl e rates expose the Group to cash flow interest rate risk.
Long-term borrowings issued at fixed rates, and lea se liabilities bearing fixed rates expose the Group to
fair value interest rate risk.
The Group has been monitoring the level of interest rates. The increase in the interest rates will
increase the interest costs of borrowings at variable r ates, which will further impact the performance of the
Group.
The following tables list out the interest rate pr ofiles of the Group’s variables interest-bearing
financial instruments as at 31 December 2023, 2024 and 2025 :
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Floating rate instruments
— Borrowings 3,771,690 6,473,209 7,941,307
If interest rates of floating rate instruments ha d been 50 basis points higher/lower with all other
variables held constant, the profit before in come tax would be lower/higher approximately
RMB18,858,000, RMB32,366,000 and RMB39,707,000, for the years ended 31 December 2023, 2024
and 2025, respectively.
APPENDIX I ACCOUNTANTS’ REPORT
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Credit risk
Credit risk refers to the risk that the counterpart y to a financial instrument would fail to discharge
its obligation under the terms of the financial ins trument and cause a financial loss to the Group. The
Group’s exposure to credit risk mainly arises from gra nting credit to customers in the ordinary course of
its operations and from its investing activities.
The Group’s maximum exposure to credit risk is represented by the carrying amount of each
financial asset measured at amortised cost and trade and notes receivables measured at FVTOCI as
disclosed in Note 40 to the Historical Financial I nformation. The Group does not hold any collateral or
other credit enhancements to cover its credit risks associated with its financial assets.
As at 31 December 2023, 2024 and 2025, The Group have no credit risk other than financial assets
whose carrying amounts best represent the maximum exposure to credit risk.
(a) Cash and cash equivalents, time deposits and restricted bank deposits
To manage risk arising from cash and cash equivalen ts and restricted cash, the Group only transacts
with state-owned or reputable financial institutions . There has been no recent history of default in relation
to these financial institutions. T hese instruments are considered to have low credit risk because they have
a low risk of default and the counterparties have a str ong capacity to meet their contractual cash flow
obligations in the near term. Cash and cash equivalen ts, time deposits and restricted bank deposits are
also subject to the impairment requirements of IFRS 9 , while the identified credit loss was immaterial.
(b) Trade receivables, notes receivables , and notes receivables measured at FVTOCI
The Group applies the IFRS 9 simplified approach to measure expected credit losses which uses a
lifetime expected loss allowance for all trade and not es receivables. To measure the expected credit losses,
trade and notes receivables have been grouped based on shared credit risk characteristics and ageing.
The expected loss rates are based on the credit rating of counter parties and the payment profiles of
sales and probability of default of counter parties o n an ongoing basis throughout each year for the Track
Record Period. The historical loss r ates are adjusted to reflect curren t and forward-looking information
on macroeconomic factors affecting the ability of the customers to settle the receivables. The Group has
identified the Gross Domestic Product (‘‘ GDP’’) to be the most relevant factor, and accordingly adjusts
the historical loss rates based on expected changes in these factors.
Individually impaired trade and notes receivable s are related to customers who are experiencing
unexpected economic difficulties. T he Group expects that the amounts of the receivables will partially or
entirely have difficulty to be recovered and has recognised impairment losses.
The Group’s trade receivables as described in Not e 22 mainly represented receivables received from
the sales of products to customers.
Trade receivables
Except for receivables assessed for credit ri sk on an individual basis, the Group groups its
receivables into different portfolios based on common credit risk characteristics as below:
Group 1 : trade receivables from overseas customers
Group 2 : trade receivables from domestic customer
APPENDIX I ACCOUNTANTS’ REPORT
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--- page 396 ---
As of 31 December 2023, 2024 and 2025, the allowance for impairment for the trade
receivables were determined as follows.
Gross carrying
amount
Allowance for
impairment
Expected loss
rate
RMB’000 RMB’000 %
As at 31 December 2023
Assessed based on group 1 164,933 2,946 1.79%
Assessed based on group 2 1,465,107 33,346 2.28%
Assessed individually 6,239 6,239 100.00%
1,636,279 42,531 2.60%
As at 31 December 2024
Assessed based on group 1 67,706 1,718 2.54%
Assessed based on group 2 1,994,713 41,632 2.09%
Assessed individually 57,952 57,952 100.00%
2,120,371 101,302 4.78%
As at 31 December 2025
Assessed based on group 1 171,110 2,547 1.49%
Assessed based on group 2 1,750,810 29,782 1.70%
Assessed individually 10,129 10,129 100%
1,932,049 42,458 2.20%
Notes receivables
Except for notes receivables assessed for cred it risk on an individual basis, the Group groups
its notes receivables into different portfolios bas ed on common credit risk characteristics as below:
Group 1 : management assesses banker’s acceptan ces (BACs) as generally exhibiting low credit
risk. Consequently, an allowance for expected cred it losses is typically not recognised for these
instruments.
Group 2 : the classification of commercial notes not issued or guaranteed by bank are
determined by the credit risk profile of the issuers.
As of 31 December 2023, 2024 and 2025, the allowance for impairment for the notes
receivables were determined as follows.
Gross carrying
amount
Allowance for
impairment
Expected loss
rate
RMB’000 RMB’000 %
As at 31 December 2023
Assessed based on group 1 133,616 — —
Assessed based on group 2 46,527 642 1.38%
180,143 642 0.36%
APPENDIX I ACCOUNTANTS’ REPORT
– I-100 –


--- page 397 ---
Gross carrying
amount
Allowance for
impairment
Expected loss
rate
RMB’000 RMB’000 %
As at 31 December 2024
Assessed based on group 1 204,384 — —
Assessed based on group 2 154,770 2,167 1.40%
359,154 2,167 0.60%
As at 31 December 2025
Assessed based on group 1 260,180 — —
Assessed based on group 2 333,423 3,134 0.94%
593,603 3,134 0.53%
Notes receivables measured at FVTOCI
All of notes receivables measured at FVTOCI w ere BACs and the management assesses BACs
as generally exhibiting low credit risk. Conseque ntly, an allowance for expected credit losses is
typically not recognised for these instruments.
Other receivables
Over the term of other receivables, the Group account s for its credit risk by appropriately providing
for expected credit losses on a timely basis. To assess wh ether there is a significant increase in credit risk in
other receivables, the Group compares the risk of a de fault occurring on the financial assets at the end of
each year for the Track Record Period with the risk o f default at the date of initial recognition. It
considers available, reasonable, su pportive forward-looking inform ation. Especially, the following
indicators are incorporated:
. external credit rating of the counterparty (as far as available).
. actual or expected significant adverse change s in business, financial or economic conditions
that are expected to cause a significant cha nge to the counterparty’s ability to meet its
obligations.
. actual or expected significant changes in th e operating results of the counterparty; and
. significant expected changes in the performa nce and behaviour of the counterparty, including
changes in the payment status of the counterparty.
APPENDIX I ACCOUNTANTS’ REPORT
– I-101 –


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Based on historical experiences and consideration o f forward-looking information, other receivables
from related parties were settled within 12 months after upon maturity hence the ECL is minimal. The
impairment on other receivables as stated in Note 23 to the Historical Financial Information were
accounted as amortised cost is measured as either 12-month ECL or lifetime ECL. On such basis, the
following table sets forth the impairment for other receivables as at 31 December 2023, 2024 and 2025 :
Stage 1 Stage 2 Stage 3
12-month ECL Lifetime ECL Lifetime ECL Total
As at 31 December 2023
Expected loss rate 5.34% — — 5.34%
Gross carrying amount
(RMB’000) 8,722 — — 8,722
Allowance for impairment
(RMB’000) 466 — — 466
As at 31 December 2024
Expected loss rate 4.91% — — 4.91%
Gross carrying amount
(RMB’000) 18,784 — — 18,784
Allowance for impairment
(RMB’000) 922 — — 922
As at 31 December 2025
Expected loss rate 5.02% — — 5.02%
Gross carrying amount
(RMB’000) 33,270 — — 33,270
Allowance for impairment
(RMB’000) 1,671 — — 1,671
Liquidity risk
The Group aims to maintain sufficient cash and c ash equivalents. Due to the dynamic nature of the
underlying businesses, the Group maintains flexibi lity in funding by maintaining adequate balances of
such. The table below analyses the Group’s financial liabilities by relevant maturity groupings based on
the remaining period since the end of each year for th e Track Record Period to th e contractual maturity
date. The amounts disclosed in the table are the c ontractual undiscounted cash flows or the carrying
amount of the financial liabilities to be delivered.
Within
1y e a r
1t o
3y e a r s
Over
3y e a r s T o t a l
RMB’000 RMB’000 RMB’000 RMB’000
As at 31 December 2023
Trade and notes payables 478,454 — — 478,454
Other payables and accruals 815,567 22,600 — 838,167
Amount due to related parties 119 — — 119
Borrowings 2,720,019 1,544,939 2,101,470 6,366,428
Lease liabilities 5,576 11,152 32,429 49,157
4,019,735 1,578,691 2,133,899 7,732,325
APPENDIX I ACCOUNTANTS’ REPORT
– I-102 –


--- page 399 ---
Within
1y e a r
1t o
3y e a r s
Over
3y e a r s T o t a l
RMB’000 RMB’000 RMB’000 RMB’000
As at 31 December 2024
Trade and notes payables 532,281 — — 532,281
Other payables and accruals 1,304,796 22,600 — 1,327,396
Amount due to related parties 635 — — 635
Borrowings 4,196,537 3,479,867 2,966,034 10,642,438
Lease liabilities 32,649 73,827 298,699 405,175
6,066,898 3,576,294 3,264,733 12,907,925
As at 31 December 2025
Trade and notes payables 669,699 — — 669,699
Financial liability at FVTPL 12,620 — — 12,620
Other payables and accruals 915,015 — — 915,015
Amount due to related parties 994 — — 994
Borrowings 5,918,670 4,502,006 2,280,047 12,700,723
Lease liabilities 37,471 77,026 264,852 379,349
7,554,469 4,579,032 2,544,899 14,678,400
Capital management
The primary objectives of the Group’s capital man agement are to safeguard the Group’s ability to
continue as a going concern by pricing services co mmensurately with the level of risk so that it can
continue to provide returns and benefits t o the shareholders and other stakeholders.
The Group sets the amount of capital in proportion to risk. The Group manages its capital structure
and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of
the subject assets. In order to maintain or adjust the c apital structure, the Group may adjust the amounts
of dividends paid to the shareholders or return capi tal to the shareholders. The Group is not subject to
any external capital requirements. During the Tra ck Record Period, there are no changes in capital
management objectives, policies or procedures.
As at 31 December
2023 2024 2025
RMB’000 RMB’000 RMB’000
Total assets 17,945,462 23,145,535 24,793,110
Total liabilities 7,986, 685 13,174,413 14,652,358
Liability-to-asset r atio 44.51% 56.92% 59.10%
APPENDIX I ACCOUNTANTS’ REPORT
– I-103 –


--- page 400 ---
43. CONTINGENT LIABILITY
Saved as disclosed in Note 7 to the Historical Financial Information, as of 31 December 2023, 2024 and
2025, the Group has no other outstanding litigation or cont ingent liability that in the opinion of the directors of
the Company would have material imp act to the Group’s financial position.
44. EVENT AFTER THE END OF THE REPORTING PERIOD
At the 23rd meeting of the Board of Directors hel d on 24 March 2026, the Company approved the
proposal on the registration and issuance of Science a nd Technology Innovation Bonds. The Company intends
to apply to the National Assoc iation of Financial Market I nstitutional Investors (NAFMII) for registration to
issue Science and Technology Innovation Bonds with an aggregate principal amount not exceeding RMB1.5
billion. The Company will determine the timing and f requency of issuance (whether in a single tranche or
multiple tranches) within the registered amount and val idity period based on its actual funding requirements
and prevailing market conditions. The final registered a mount shall be as specified in the registration notice
issued by NAFMII.
Other than those disclosed above and Note 12, 31 and 3 2 in the Historical Financial Information, the
Group has no other significant event subsequent to 31 December 2025.
III. SUBSEQUENT FINANCIAL STATEMENTS
No audited financial statements of the Group, the Company or any of its subsidiaries
have been prepared in respect of any period subsequent to 31 December 2025.
APPENDIX I ACCOUNTANTS’ REPORT
– I-104 –


--- page 401 ---
The following is the text of a report set out on pages IA-1 to IA-2, received from the
Company’s reporting accountants, Rongcheng (Hong Kong) CPA Limited, Certified Public
Accountants, Hong Kong, for the purpose of incorporation in this prospectus. The information
set out on pages IA-3 to IA-32 is the unaudited condensed consolidated financial statements of
the Group for the three months ended 31 March 2026 and does not form part of the
Accountant’s Report from the reporting accountants, Rongcheng (Hong Kong) CPA Limited,
Certified Public Accountants, Hong Kong, as set out in Appendix I to this prospectus, and is
included herein for information purpose only.
REPORT ON REVIEW OF INTERIM FINANCIAL INFORMATION TO THE
DIRECTORS OF SHENZHEN SENIOR T ECHNOLOGY MATERIAL CO., LTD.
Introduction
We have reviewed the interim financial information of Shenzhen Senior Technology
Material Co., Ltd. (the ‘‘ Company ’’) and its subsidiaries (collectively referred to as the
‘‘Group ’’) set out on pages IA-3 to IA-32, which comprise the condensed consolidated
statement of financial position as of 31 March 2026 and the related condensed consolidated
statement of comprehensive income, condensed consolidated statement of changes in equity
and condensed consolidated statement of cas h flows for the three months ended 31 March
2026, and related explanatory notes (the ‘‘ Interim Financial Information ’’). The directors of
the Company are responsible for the preparation and presentation of these Interim
Financial Information in accordance with In ternational Accounting Standard 34 ‘‘Interim
Financial Reporting’’ (‘‘IAS 34 ’’) issued by the International Accounting Standards Board.
Our responsibility is to express a conclusion o n these Interim Financial Information based
on our review, and to report our conclusion solely to you, as a body, in accordance with our
agreed terms of engagement, and for no oth er purpose. We do not assume responsibility
towards or accept liability to any other p erson for the contents of this report.
Scope of Review
We conducted our review in accordance with International Standard on Review
Engagements 2410, ‘‘Review of Interim F inancial Information Performed by the
Independent Auditor of the Entity’’ (‘‘ ISRE 2410 ’’) issued by the International Auditing
and Assurance Standards Board (‘‘ IAASB ’’). 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 International 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.
APPENDIX IA UNAUDITED INTERIM FINANCIAL INFORMATION
–I A - 1–


--- page 402 ---
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that
the Interim Financial Information is not prepa red, in all material respects, in accordance
with IAS 34.
Other Matter
The comparative condensed consolidated statement of comprehensive income,
condensed consolidated statement of changes in equity and condensed consolidated
statement of cash flows for the three months ended 31 March 2025 and related
explanatory notes disclosed in the Interim F inancial Information have not been reviewed
in accordance with ISRE 2410.
Rongcheng (Hong Kong) CPA Limited
Certified Public Accountants
LO, Chi Kin
Practising Certificate Number: P08415
Hong Kong
12 June 2026
APPENDIX IA UNAUDITED INTERIM FINANCIAL INFORMATION
–I A - 2–


--- page 403 ---
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Three months ended 31 March
2026 2025
Notes RMB’000 RMB’000
(unaudited) (unaudited)
Revenue 5 1,071,337 881,358
Cost of sales 8 (801,783) (673,587)
Gross profit 269,554 207,771
Other income 6 25,314 33,676
Net impairment losses reversed on financial assets 3,911 728
Other (losses) and gains, net 7 (25,835) 11,582
Research and development expenses 8 (69,261) (56,098)
General and administrative expenses 8 (111,930) (84,329)
Selling expenses 8 (8,094) (7,343)
Share of results of associates and joint venture, net (545) 1,378
Finance costs 9 (65,263) (54,303)
Profit before income tax 17,851 53,062
Income tax credit/(expense) 10 2,791 (2,551)
Profit for the period 20,642 50,511
Profit for the peri od attributable to:
Owners of the Company 11,029 46,827
Non-controlling interests 9,613 3,684
20,642 50,511
Other comprehensive (loss)/income for the period, net of tax
Item that will be reclassified subsequently to profit or loss:
Translation of financial statements of foreign operations,
n e to ft a x (138,904) 138,158
Total comprehensive (loss)/income for the period (118,262) 188,669
Total comprehensive (loss)/income for the period attributable to:
Owners of the Company (127,875) 184,985
Non-controlling interests 9,613 3,684
(118,262) 188,669
Earnings per share (‘‘EPS’’) for profit attributable to owners
of the Company 12
Basic (in RMB per share) 0.01 0.03
Diluted (in RMB per share) 0.01 0.03
APPENDIX IA UNAUDITED INTERIM FINANCIAL INFORMATION
–I A - 3–


--- page 404 ---
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at
31 March
2026
As at
31 December
2025
Notes RMB’000 RMB’000
(unaudited)
ASSETS AND LIABILITIES
Non-current assets
Property, plant and equipment 13 16,911,155 16,932,017
Right-of-use assets 13 868,026 886,508
Intangible assets 13 22,540 20,936
Investment properties 134,330 135,551
Investments in associates and joint venture 22,026 22,571
Financial assets at fair value through profit or loss 14 94,598 94,598
Financial assets at fair value through other comprehensive income 15 36,863 30,863
Time deposits 52,832 52,525
Prepayments, other receivables and other assets 18 532,329 467,090
Deferred income tax assets 68,834 66,742
18,743,533 18,709,401
Current assets
Inventories 16 927,265 762,381
Trade and notes receivables 17 2,343,503 2,480,060
Prepayments, other receivables and other assets 18 456,285 440,517
Amounts due from related parties 26(c) 4,990 3,646
Prepaid income tax 9,520 5,441
Financial assets at fair value through profit or loss 14 81,680 30,001
Financial assets at fair value through other comprehensive income 15 432,623 369,753
Restricted bank deposits 19 521,158 571,202
Time deposits 158,592 233,037
Cash and cash equivalents 2,259,139 1,187,671
7,194,755 6,083,709
Current liabilities
Trade and notes payables 20 612,910 669,699
Financial liabilities at fair value through profit or loss 3,210 12,620
Contract liabil ities 13,275 18,139
Other payables and accruals 21 959,375 1,015,518
Amounts due to related parties 26(c) 5,187 994
Borrowings 22 5,863,056 5,748,288
Lease liabilities 27,250 24,102
Income tax payable 26,712 29,773
7,510,975 7,519,133
Net current liabilities (316,220) (1,435,424)
Total assets less current liabilities 18,427,313 17,273,977
APPENDIX IA UNAUDITED INTERIM FINANCIAL INFORMATION
–I A - 4–


--- page 405 ---
As at
31 March
2026
As at
31 December
2025
Notes RMB’000 RMB’000
(unaudited)
Non-current liabilities
Other payables and accruals 21 465,198 472,202
Borrowings 22 7,650,319 6,361,445
Lease liabilities 270,059 281,768
Deferred income tax liabilities 15,756 17,810
8,401,332 7,133,225
Net assets 10,025,981 10,140,752
EQUITY
Share capital and treasury shares 23 1,045,717 997,366
Reserves 8,761,209 8,933,944
Equity attributable to owners of the Company 9,806,926 9,931,310
Non-controlling interests 219,055 209,442
Total equity 10,025,981 10,140,752
APPENDIX IA UNAUDITED INTERIM FINANCIAL INFORMATION
–I A - 5–


--- page 406 ---
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Attributable to owners of the Company
Share capital
Treasury shares
reserve Capital reserve
Other
comprehensive
income reserve
Statutory
reserve
Retained
earnings Sub-total
Non-
controlling
interests Total equity
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Note 23 Note 23 (Note (a)) (Note (b)) (Note (c))
As at 1 January 2026 1,348,124 (350,758) 6,472,064 313,509 137,593 2,010,778 9,931,310 209,442 10,140,752
P r o f i t f o r t h e p e r i o d ( u n a u d i t e d )————— 1 1 , 0 2 9 1 1 , 0 2 9 9 , 6 1 3 2 0 , 6 4 2
Other comprehensive loss for
the period (unaudited) — — — (138,904) — — (138,904) — (138,904)
Total comprehensive (loss)
income for
the period (unaudited) — — — (138,904) — 11,029 (127,875) 9,613 (118,262)
Share-based compensation
expenses (Note 24)
(unaudited) — — 3,491 — — — 3,491 — 3,491
Cancellation of treasury shares
(Note 23) (unaudited) (2,413) 50,764 (48,351) — — — — — —
As at 31 March 2026 (unaudited) 1,345,711 (299,994) 6,427,204 174,605 137,593 2,021,807 9,806,926 219,055 10,025,981
As at 1 January 2025 1,342,957 (62,765) 6,426,721 (17,089) 137,593 1,971,721 9,799,138 171,984 9,971,122
P r o f i t f o r t h e p e r i o d ( u n a u d i t e d )————— 4 6 , 8 2 7 4 6 , 8 2 7 3 , 6 8 4 5 0 , 5 1 1
Other comprehensive income for
the period (unaudited) — — — 138,158 — — 138,158 — 138,158
Total comprehensive income for
the period (unaudited) — — — 138,158 — 46,827 184,985 3,684 188,669
Share-based compensation
expenses (Note 24)
(unaudited) — — 11,383 — — — 11,383 — 11,383
Repurchase and cancellation of
shares under restricted
shares incentive schemes
(unaudited) (55) 639 (584) — — — — — —
Repurchase of shares
( u n a u d i t e d ) — ( 9 9 , 9 9 8 ) ———— ( 9 9 , 9 9 8 ) — ( 9 9 , 9 9 8 )
As at 31 March 2025 (unaudited) 1,342,902 (162,124) 6,437,520 121,069 137,593 2,018,548 9,895,508 175,668 10,071,176
Notes:
(a) Capital reserve mainly includes share premium a nd other reserve recognised under the share-based
payment.
(b) Other comprehensive income reserve is the reserve due to the translation of financial statements of foreign
operations and fair value changes of equity inves tments designated at fair value through other
comprehensive income.
(c) It represents the statutory reserve of the c ompany in the People’s Republic of China (the ‘‘ PRC’’).
APPENDIX IA UNAUDITED INTERIM FINANCIAL INFORMATION
–I A - 6–


--- page 407 ---
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
Three months ended 31 March
2026 2025
RMB’000 RMB’000
(unaudited) (unaudited)
Operating activities
Profit before income tax 17,851 53,062
Adjustments for:
Share of results of associates and joint venture, net 545 (1,378)
Depreciation of propert y, plant and equipment (Note 13) 246,856 190,665
Depreciation of right-of-use assets 5,852 3,902
Amortisation of intangible assets 876 563
Depreciation of investment properties 1,221 —
Investment losses/(income) from fina ncial assets and liabilities at fair
value through profit or loss (Note 7) 9,597 (11,030)
Net fair value gains on financial asset s at fair value through profit or loss
(Note 7) (6,873) (1,107)
Net losses on disposal of property, plant and equipment (Note 7) 26 65
Net impairment losses recognised/(reversed) on inventories (Note 8) (18,663) 15,147
Finance costs (Note 9) 65,263 54,303
Net impairment losses reversed on trade and notes receivables and other
receivables (3,911) (728)
Share-based payment expenses (Note 24) 3,491 11,383
Amortisation of deferred government grants (Note 6) (12,704) (9,864)
Net foreign exchange losses (Note 7) 22,978 3,104
Operating profit before working capital change 332,405 308,087
Decrease in trade and notes receivables 77,447 203,699
Increase in prepayments and other receivables (91,653) (158,684)
Increase in inventories (145,331) (93,421)
(Decrease)/increase in trade and notes payables (57,787) 5,415
Decrease in other payables and accruals (33,613) (50,468)
Decrease in contract liabilities (4,864) (1,194)
Cash generated from operations 76,604 213,434
Income tax paid (8,578) (13,631)
Net cash flows generated from operating activities 68,026 199,803
APPENDIX IA UNAUDITED INTERIM FINANCIAL INFORMATION
–I A - 7–


--- page 408 ---
Three months ended 31 March
2026 2025
RMB’000 RMB’000
(unaudited) (unaudited)
Investing activities
Payment and prepayment for purchase of prope rty, plant and equipment (345,718) (1,416,394)
Proceeds from disposal of property, plant and equipment — net 161 —
Purchase of intangible assets (2,482) (2,846)
Investment income received from wealth management products and
structured deposit 180 1,549
Investments in associates and joint venture — (1,250)
Proceeds from liquidation of an associate — 42,398
Receipt from maturity of time deposits 94,989 1,393,306
Placement of time deposits (22,380) (1,245,865)
Proceeds from sale of financial assets at fa ir value through profit or loss 60,007 621,038
Purchase of financial assets at fair value through profit or loss (77,517) (824,582)
Prepayment and payment for equity instruments investment (81,257) —
Placement of deposits for financial lia bilities at fair value through profit or
loss (1,757) —
Net cash flows used in investing activities (375,774) (1,432,646)
Financing activities
Repurchase of restricted shares — (639)
Proceeds from bank borrowings 2,724,410 1,430,281
Repayment of bank borrowings (657,441) (464,000)
Interest paid (56,321) (67,207)
Proceeds from other borrowings 695,539 457,800
Repayment of other borrowings (1,331,489) (593,584)
Principal portion of lease payments (3,365) (4,619)
Payment on repurchase of shares — (99,998)
Receipt from maturity of pledged bank deposits 143,948 351,816
Placement of pledged bank deposits (138,748) (179,555)
Net cash flows generated from financing activities 1,376,533 830,295
Net increase/(decrease) in cash and cash equivalents 1,068,785 (402,548)
Cash and cash equivalents at beg inning of period 1,187,671 2,650,754
Effect of foreign exchange rate changes, net 2,683 (3,103)
Cash and cash equivalents at end of period 2,259,139 2,245,103
APPENDIX IA UNAUDITED INTERIM FINANCIAL INFORMATION
–I A - 8–


--- page 409 ---
NOTES TO THE INTERIM FINANCIAL INFORMATION
1. GENERAL INFORMATION
The Company was a limited liability company incorporated in the PRC on 17 September 2003 and
changed to a joint stock limited company on 3 Septemb er 2008. The Company’s A shares are listed on Shenzhen
Stock Exchange on 1 November 2016. The address of the Company’s registered office and its principal place of
business is Gongming office, Guangming District, She nzhen City, Guangdong Province, Tianyuan Road North,
the PRC.
During the three months ended 31 March 2026, the Company and its subsidiaries (the ‘‘ Group ’’) are
principally engaged in the research and development, pr oduction and sales of lithium-ion battery separators
applied in the field of new energy, new materials and new energy vehicles.
The Company has a diversified shareholder structure . Among them, as a natural person shareholder, Chen
Xiufeng holds 12.65% of the Company’s shares and i s the largest individual shareholder of the Company.
In this Interim Financial Information, certain Englis h name of the companies referred herein represent the
management’s best effort to translate the Chines e name of the companies as no English name has been
registered.
The Interim Financial Informati on is presented in Renminbi (‘‘ RMB’’) and all values are rounded to the
nearest thousand except when otherwise indicated.
2. BASIS OF PRESENTATION AND PREPARATION
The Interim Financial Information have been prep ared in accordance with International Accounting
Standard 34 Interim Financial Reporting issued by the International Accounting Standards Board (the
‘‘IASB ’’).
As at 31 March 2026, the Group had net current liabilities of approximately RMB316,220,000. Based on
the working capital forecast of the Group for the next tw elve months, taking into account the financial resources
available to the Group, including existing cash and cas h equivalents, unutilised bank credits (Note 22), the
directors of the Company are of the opinion that the Gr oup will have sufficient cash resources to satisfy its
future working capital in the next twelve months from the date of this report. Accordingly, the Directors
consider that it is appropriate that the Interim Financ ial Information is prepared on a going concern basis.
The Interim Financial Information has been prepar ed on the historical cost basis except for certain
financial assets and liabilitie s which are stated at fair value.
APPENDIX IA UNAUDITED INTERIM FINANCIAL INFORMATION
–I A - 9–


--- page 410 ---
3. APPLICATION OF IFRS ACCOUNTING STANDARDS
In the current interim period, the Group has appl ied the following amendments to IFRS Accounting
Standards issued by the IASB, for the first time, which are mandatorily effective for the Group’s annual period
beginning on 1 January 2026 for the preparation of the Group’s Interim Financial Information:
Amendments to IFRS 7
a n dI F R S9
Contracts Referencing Natu re-dependent Electricity
Annual Improvements
to IFRSs
Annual Improvements to IFRS Accounting Standards — Volume 11
The application of the amendments to IFRS Accountin g Standards in the current interim period has had
no material impact on the Group’s financial positions an d performance for the current and prior periods and/or
on the disclosures set out in the I nterim Financial Information.
4. MATERIAL ACCOUNTING POLICY INFORMATION
Other than additional accounting policies resul ting from the application of amendments to IFRS
Accounting Standards, the accounting policies used in the Interim Financial Information are the same as those
followed in the preparation of the Group’s historical f inancial information for the three years ended 31
December 2025 included in the accountants’ report as set out in Appendix I to the prospectus dated 12 June
2026.
This Interim Financial Information contains condens ed consolidated financia l statements and selected
explanatory notes. The condensed consolidated financ ial statements and the selected notes are included to
explain events and transactions that are significant to an understanding of th e changes in financial position and
performance of the Group since the latest consolidated financial statements as at and for the year ended 31
December 2025. The Interim Financial Information do not include all of the information and disclosures
required for a full set of financial statements pre pared in accordance with IFRS Accounting Standards.
5. REVENUE AND SEGMENT INFORMATION
The Group’s principal activities are disclosed in Note 1 to the Interim Financial Information.
The Group derives revenue from the transfer of goods at a point in time were analysed as follows:
Three months ended 31 March
2026 2025
RMB’000 RMB’000
(unaudited) (unaudited)
Type of goods
— Sale of lithium-ion battery separators 1,071,337 881,358
All revenue from contracts with customers within th e scope of IFRS 15 are recognised at a point in time.
APPENDIX IA UNAUDITED INTERIM FINANCIAL INFORMATION
–I A - 1 0–


--- page 411 ---
The Group’s management reviews the performance o f the Group as a single operating segment based on
the internal organisation structure , management requirements and internal reporting system. Accordingly, only
entity-wide disclosure, along with th e Group’s result and financial position as a whole, major customers and
geographic information are presented.
Geographical information
The following table sets out the information about the geographical location of the Group’s revenue
from external customers. The geographical locatio n of customers is based on the location at which the
goods are delivered.
Three months ended 31 March
2026 2025
RMB’000 RMB’000
(unaudited) (unaudited)
Revenue from external customers
— Mainland China 838,281 776,047
— Other countries/regions 233,056 105,311
1,071,337 881,358
The geographical location of the Group’s non-curr ent assets (excluding deferred income tax assets
and financial assets), mainly comprised of the prope rty, plant and equipment, is based on the physical
location of these assets. As at 31 March 2026 and 3 1 December 2025, the geographical location of the
Group’s non-current assets are as follows.
As at
31 March
2026
As at
31 December
2025
RMB’000 RMB’000
(unaudited)
Non-current assets (excluding deferred income tax assets and
financial assets)
— Mainland China 10,971,309 10,903,647
— Sweden 2,594,399 2,700,168
— Malaysia 3,942,451 3,879,108
— the United States 888,119 864,138
— Other countries/regions 94,128 117,612
18,490,406 18,464,673
APPENDIX IA UNAUDITED INTERIM FINANCIAL INFORMATION
–I A - 1 1–


--- page 412 ---
Information about major customers
Revenue derived from customers individually c ontributed over 10% of the Group’s revenue during
the three months ended 31 March 2026 and 2025 is as follows:
Three months ended 31 March
2026 2025
RMB’000 RMB’000
(unaudited) (unaudited)
Customer A 199,378 105,645
Customer B 226,287 105,130
Customer C N/A* 156,877
Customer D 110,152 N/A*
Customer E N/A* 93,124
535,817 460,776
* The corresponding revenue for the customer didn’t contribute over 10% of the total revenue of the
Group during the period.
6. OTHER INCOME
Three months ended 31 March
2026 2025
RMB’000 RMB’000
(unaudited) (unaudited)
Government grants (Note) 13,283 18,625
Value-added tax (VAT) reduction 1,455 637
Interest income 5,330 10,306
Rental income 4,132 2,852
Others 1,114 1,256
25,314 33,676
Note:
During the three months ended 31 March 2026, gover nment grants without unfulfilled condition or
contingencies were approximately RMB579,000 (three months ended 31 March 2025 : RMB8,761,000).
During the three months ended 31 March 2026, the amount of amortisation of deferred government grants
were approximately RMB12,704,000 (three months ended 31 March 2025 : RMB9,864,000).
APPENDIX IA UNAUDITED INTERIM FINANCIAL INFORMATION
–I A - 1 2–


--- page 413 ---
7. OTHER (LOSSES) AND GAINS, NET
Three months ended 31 March
2026 2025
RMB’000 RMB’000
(unaudited) (unaudited)
Investment (losses)/income of financial assets at FVTPL (9,597) 11,030
Net foreign exchange losses (22,978) (3,104)
Net fair value gains on financial assets and liabilities at FVTPL 6,873 1,107
Net losses on disposal of property, plant and equipment (26) (65)
Others (107) 2,614
(25,835) 11,582
8. EXPENSES BY NATURE
Expenses included in cost of sales, research and deve lopment expenses, selling expenses and general and
administrative expenses are analysed as follows:
Three months ended 31 March
2026 2025
RMB’000 RMB’000
(unaudited) (unaudited)
Raw materials consumed and sales /consumption of finished goods and
semi-finished goods 349,005 269,631
Depreciation of propert y, plant and equipment (Note 13) 246,856 190,665
Depreciation of right-of-use assets 5,852 3,902
Depreciation of investment properties 1,221 —
Amortisation of intangible assets 876 563
Net impairment losses (reversed)/recognised on inventories (18,663) 15,147
Employee benefit expenses 200,360 159,633
Share-based payment expenses (Note 24) 3,491 11,383
Energy and fuel costs 125,547 100,359
Logistics fees 16,961 17,353
Official and travel expenses 11,664 9,963
Tax and surcharges 13,176 9,834
Legal and professional fees 4,279 4,843
Listing expenses 930 —
Auditor’s remuneration 450 450
Others 29,063 27,631
991,068 821,357
APPENDIX IA UNAUDITED INTERIM FINANCIAL INFORMATION
–I A - 1 3–


--- page 414 ---
9. FINANCE COSTS
Three months ended 31 March
2026 2025
RMB’000 RMB’000
(unaudited) (unaudited)
Interest expense on bank borrowings 47,942 46,613
Interest expense on other borrowings 16,928 7,229
Interest expense on lease liabilities 393 461
65,263 54,303
Note:
During the three months ended 31 March 2026, the a mount of approximately RMB14,632,000 (three
months ended 31 March 2025 : RMB25,566,000) finance costs on borrowings and lease liabilities, which
funds were specifically invested in construc tion in progress, have been capitalised.
10. INCOME TAX (CREDIT)/EXPENSE
Three months ended 31 March
2026 2025
RMB’000 RMB’000
(unaudited) (unaudited)
Current income tax 1,438 11,735
Deferred income tax credit (4,229) (9,184)
(2,791) 2,551
Taxes on profits assessable have been calculated at th e rate of tax prevailing in the jurisdictions in which
relevant entities operate.
(a) PRC Enterprise Income Tax (‘‘EIT’’)
Under the PRC Corporate Income Tax Law and the re spective regulations, the corporate income tax
for the Company and its subsidiaries are calculated at a statutory rate of 25% or a preferential rate of
15% where applicable, on their estimated taxable profit s for the period based on the existing legislations,
interpretations and practices in respect thereof.
In 2020, the Company was recognised as a ‘‘High and New Technology Enterprise’’ (‘‘ HNTE ’’), and
renewed its HNTE recognition in 2023 and enjoyed the 15% preferential income tax rate in 2023 to 2025.
In 2021, subsidiaries of the Group Hefei Senior New Energy Materials Co., Ltd, Changzhou Senior
New Energy Materials Co., Ltd and Jiangsu Senior N ew Material Technology Co., Ltd were recognised as
‘‘HNTE’’, therefore enjoyed a preferential income tax rate of 15% in 2021 to 2023. The subsidiaries of the
Group renewed HNTE recognition in 2024 and can enjoy the 15% preferential income tax rate in 2024 to
2026.
In 2023, the subsidiary of the Group, Senior Material (Nantong) New Materials Technology Co.,
Ltd was recognised as a ‘‘HNTE’’, therefore enjoyed a preferential income tax rate of 15% in 2023 to 2025.
APPENDIX IA UNAUDITED INTERIM FINANCIAL INFORMATION
–I A - 1 4–


--- page 415 ---
In December 2025, the subsidiary of the Group, Senior Material (Foshan) New Materials
Technology Co., Ltd was recognised as a ‘‘HNTE’’, th erefore enjoyed a preferential income tax rate of
15% in 2025 to 2027.
(b) Hong Kong Profits Tax
The Company’s subsidiary domiciled in Hong Kong is subject to a two-tiered income tax rate for
taxable income earned in Hong Kong effectively sin ce 1 April 2018. The first 2 million Hong Kong dollars
of profits earned by the qualifyin g group entity are subject to be taxed at an income tax rate of 8.25%,
while the remaining profits will be taxed at 16.5%.
(c) Corporate income tax in other jurisdictions
Taxation for other overseas subsidiaries is charged at the appropriate current rates of taxation
ruling in the relevant countries.
11. DIVIDENDS
A final dividend in respect of the year ended 31 December 2025 of RMB0.10 per 10 shares (tax inclusive),
in aggregate of approximately RMB13,259,000, was approv ed by the shareholders in the 2025 Annual General
Meeting of the Company on 22 April 2026 and paid in May 2026. The Group did not recognise this as a liability
as at 31 December 2025 and 31 March 2026.
A final dividend in respect of the year ended 31 December 2024 of RMB0.50 per 10 shares (tax inclusive),
in aggregate of approximately RMB66,595,000, has been proposed by the directors of the Company and were
approved by the shareholders in the 2024 Annual General Meeting of the Company on 21 May 2025. The Group
did not recognise this as a liability as at 31 March 2025.
12. EPS
(a) Basic EPS
Basic EPS is calculated by dividing the profi t attributable to owners of the Company by the
weighted average number of ordinary shares in i ssue during the three months ended 31 March 2026 and
2025, excluding treasury shares held for share scheme s as these shares are not considered outstanding for
EPS calculation purposes.
The following table illustrates the earnings and sha res information used in the calculation of basic
EPS:
Three months ended 31 March
2026 2025
(unaudited) (unaudited)
Profit attributable to owners of the Company used in calculating basic
EPS (RMB’000) 11,029 46,827
Weighted average number of ordinary shares in issue (thousand
shares) 1,344,365 1,338,942
Basic EPS (RMB per share) 0.01 0.03
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(b) Diluted EPS
The share schemes granted by the Company have poten tial dilutive effect on the EPS. Diluted EPS is
calculated by adjusting the weighted average number o f ordinary shares outstanding by the assumption of
the conversion of all potential dilutive ordinary shar es arising from share schemes (collectively forming
the denominator for computing the diluted EPS).
Three months ended 31 March
2026 2025
(unaudited) (unaudited)
Profit attributable to owners
of the Company used in calculating diluted EPS (RMB’000) 11,029 46,827
Weighted average number
of ordinary shares in issue (thousand shares) 1,344,365 1,338,942
Adjustments for potential shares ar ising from share schemes (thousand
shares) 2,968 3,980
Weighted average number of ordinary shares used in calculating
diluted EPS (thousand shares) 1,347,333 1,342,922
Diluted EPS (RMB per share) 0.01 0.03
13. PROPERTY, PLANT AND EQUIPMENT, RIG HT-OF-USE ASSETS AND INTANGIBLE ASSETS
During the three months ended 31 March 2026, the Group acquired items of property, plant and
equipment with a cost of approximately RMB4 08,531,000 (three months ended 31 March 2025 :
RMB721,882,000).
During the three months ended 31 March 2026, depreci ation of approximately RMB246,856,000 (three
months ended 31 March 2025 : RMB190,665,000) was charged and items of property, plant and equipment with
a net carrying amount of approximately RMB527,000 (three months ended 31 March 2025 : RMB4,134,000)
were disposed of during the three months ended 31 March 2026, resulting in net loss on disposal of
approximately RMB26,000 (three months ended 31 March 2025 : RMB65,000).
During the three months ended 31 March 2026, the exc hange realignment of negative approximately
RMB182,010,000 (three months ended 31 March 2025 : p ositive RMB165,908,000), resulting in a foreign
currency translation of the financial statements of c ompanies whose functional currency is not RMB for the
property, plant and equipment.
During the three months ended 31 March 2026, the Group renewed several lease agreements and entered
into new or extend of lease agreements with lease terms ranged from 3 to 7 years (three months ended 31 March
2025 : nil). On date of lease commencement, the Group r ecognised right-of-use assets of approximately
RMB901,000 (three months ended 31 March 2025 : nil) and lea se liabilities of approximately RMB901,000 (three
months ended 31 March 2025 : nil).
During the three months ended 31 March 2026, depreci ation of right-of-use assets of approximately
RMB12,304,000 (three months ended 31 March 2025 : RMB11,486,000) was charged. Among them, the
depreciation of right-of-use assets (net of capitalis ation in construction in progress) of approximately
RMB5,852,000 (three months ended 31 March 2025 : R MB3,902,000) was charged into profit or loss.
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During the three months ended 31 March 2026, the Group purchased intangible assets of RMB2,482,000
(three months ended 31 March 2025 : RMB2,846,000).
14. FINANCIAL ASSETS AT FVTPL
As at
31 March
2026
As at
31 December
2025
RMB’000 RMB’000
(unaudited)
Current:
— Fund products 48,863 30,001
— Listed equity instrument 32,107 —
— Foreign exchange forward contracts and options 710 —
81,680 30,001
Non-current:
— Unlisted equity instruments 94,598 94,598
15. FINANCIAL ASSETS AT FVTOCI
As at
31 March
2026
As at
31 December
2025
RMB’000 RMB’000
(unaudited)
Current:
— Notes receivables measured at FVTOCI (Note) 432,623 369,753
Non-current:
— Unlisted equity investments 36,863 30,863
Note:
The notes receivables had a maturity of within six months at 31 March 2026 and 31 December 2025. The
notes receivables are measured at FVTOCI since t he notes are held within the business model whose
objective is achieved by both collect ing contractual cash flows and selli ng the financial assets, and the
contractual cash flows are solely payments of princi pal and interest on the principal amount outstanding.
In addition, the Group has discounted certain not es receivables to banks and endorsed certain notes
receivables to its suppliers to settle its payables. The maximum exposure to the Group that may result
from the default of these endorsed and discounted notes receivables, whic h are derecognised in full of the
carrying amount, as at 31 March 2026 are approximately RMB283,743,000 (31 December 2025 :
RMB888,416,000).
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16. INVENTORIES
As at
31 March
2026
As at
31 December
2025
RMB’000 RMB’000
(unaudited)
Raw materials 318,462 322,177
Semi-finished goods 183,312 168,794
Finished goods 471,169 336,641
972,943 827,612
Less: provision for imp airment (45,678) (65,231)
927,265 762,381
17. TRADE AND NOTES RECEIVABLES
As at
31 March
2026
As at
31 December
2025
RMB’000 RMB’000
(unaudited)
Trade receivables 1,783,587 1,932,049
Notes receivables (Note) 601,474 593,603
2,385,061 2,525,652
Less: allowance for impairment (41,558) (45,592)
2,343,503 2,480,060
Note: The amount of the Group’s endorsed and discounte d notes receivables which are not derecognised
as at 31 March 2026 are approximately RMB316,362,000 (31 December 2025 : RMB285,722,000).
The credit period granted to customers is generally within 180 days.
The ageing analysis of trade receivables based on recognition date is as follows:
As at
31 March
2026
As at
31 December
2025
RMB’000 RMB’000
(unaudited)
Within 1 year 1,755,911 1,898,142
Over 1 year but within 2 years 7,459 8,624
Over 2 years but within 3 years 1,777 7,325
Over 3 years 18,440 17,958
1,783,587 1,932,049
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18. PREPAYMENTS, OTHER RECEIVABLES AND OTHER ASSETS
As at
31 March
2026
As at
31 December
2025
RMB’000 RMB’000
(unaudited)
Other receivables 31,424 33,270
Less: allowance for impairment (1,582) (1,671)
29,842 31,599
Prepayment for acquisition of non-current assets 202,818 147,205
VAT recoverable 645,264 651,205
Prepayments for materials and others 85,276 58,351
Deferred listing expenses 25,414 19,247
988,614 907,607
Analysed for reporting purposes as:
Current assets 456,285 440,517
Non-current assets 532,329 467,090
988,614 907,607
19. RESTRICTED BANK DEPOSITS
As at
31 March
2026
As at
31 December
2025
RMB’000 RMB’000
(unaudited)
Restricted bank deposits 521,158 571,202
Pledged bank deposits for notes payables 213,269 286,850
Pledged bank deposits for bank borrowings 112,111 43,706
Pledged bank deposits for other purposes (Note) 195,778 240,646
521,158 571,202
Note: As at 31 March 2026, other restricted deposits a mounted to approximately RMB172,427,000 (31
December 2025 : RMB219,042,000), representin g funds placed in a designated securities
investment account under an Entrusted Asset M anagement Contract with an independent third
party.
As at 31 March 2026, the Group’s restricted bank deposits, other than those held in designated securities
investment accounts amounting to approximately RMB172,427,000 (31 December 2025 : RMB219,042,000)
which are denominated in USD, are primarily denominated in RMB.
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20. TRADE AND NOTES PAYABLES
As at
31 March
2026
As at
31 December
2025
RMB’000 RMB’000
(unaudited)
Trade payables 448,093 452,501
Notes payables 164,817 217,198
612,910 669,699
The credit period granted by suppliers is generall y within 90 days. The ageing analysis of the trade
payables of the Group as at 31 March 2026 and 31 December 2025 based on recognition date is as follows:
As at
31 March
2026
As at
31 December
2025
RMB’000 RMB’000
(unaudited)
— Within 1 year 436,912 442,019
— Over 1 year but within 2 years 2,861 7,142
— Over 2 years but within 3 years 5,137 1,356
— Over 3 years 3,183 1,984
448,093 452,501
As at 31 March 2026 and 31 December 2025, no matured notes payables were unpaid.
21. OTHER PAYABLES AND ACCRUALS
As at
31 March
2026
As at
31 December
2025
RMB’000 RMB’000
(unaudited)
Payables for acquisition of no n-current assets 595,278 692,736
Deferred government grants 465,198 472,202
Endorsed notes receivable that have not been derecognised and not yet
due 254,783 195,399
Employee benefits payables 52,708 85,039
Accrued listing expenses 9,489 3,186
Deposits received 14,303 15,570
Other tax payables 21,955 15,464
Others 10,859 8,124
1,424,573 1,487,720
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As at
31 March
2026
As at
31 December
2025
RMB’000 RMB’000
(unaudited)
Analysed for reporting purposes as:
Current liabilities 959,375 1,015,518
Non-current liabilities 465,198 472,202
1,424,573 1,487,720
22. BORROWINGS
During the three months ended 31 March 2026, the Group had new borrowings of approximately
RMB3,419,949,000 (three months ended 31 March 2025 : RMB1,888,081,000), repaid of borrowings
approximately RMB1,988,930,000 (three m onths ended 31 March 2025 : RMB1,057,584,000).
As at 31 March 2026 the borrowings bear effective interest rates range of 2.11% ~4.70% (31 December
2025 : 1.96% ~4.14%) per annum.
Bank credit facilities amounted to approximately R MB6,397,434,000 had not been utilised as at 31 March
2026 (31 December 2025 : RMB9,078,950,000).
23. SHARE CAPITAL AND TREASURY SHARES
As at
31 March
2026
As at
31 December
2025
RMB’000 RMB’000
(unaudited)
Share capital 1,345,711 1,348,124
Treasury shares reserve (299,994) (350,758)
1,045,717 997,366
The changes in the Company’s authorised, issue d and fully paid share capital are as follows:
Number of
shares Share capital
’000 RMB’000
Ordinary shares of RMB1 each
As at 1 January 2026 1,348,124 1,348,124
Cancellation of treasury shares (unaudited) (2,413) (2,413)
As at 31 March 2026 (unaudited) 1,345,711 1,345,711
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Number of
shares Share capital
’000 RMB’000
As at 1 January 2025 1,342,957 1,342,957
Repurchase and cancellation of shares under restricted shares
incentive schemes (1,065) (1,065)
Issue of shares under restricted sha res incentive schemes 6,232 6,232
As at 31 December 2025 1,348,124 1,348,124
The detail of the treasury shares reserve and number o f treasury shares outstanding at 31 March 2026 and
31 December 2025 are as follows:
Three months
ended 31
March 2026
Year ended 31
December
2025
RMB’000 RMB’000
(unaudited)
At the beginning of the period/year 350,758 62,765
Repurchase and cancellation of shares under restricted shares
incentive schemes — (11,989)
(Cancellation)/repurchase of shares (50,764) 299,982
At the end of the period/year 299,994 350,758
Number of treasury shares (in thousands) 28,436 30,849
24. SHARE-BASED EMPLOYEE COMPENSATIONS
(a) Share-based compensation expenses during the three months ended 31 March 2026 and 2025 were as
follows:
Three months ended 31 March
2026 2025
RMB’000 RMB’000
(unaudited) (unaudited)
Equity settled share-based compensation 3,491 11,383
(b) Restricted Stock Incentive Plans Related to A Shares
The Company granted both Type I and Type II restricted shares. The particulars of the Type I and
Type II restricted shares are as follows:
(i) Type I restricted shares
Type I restricted shares refer to ordinary sh ares issued to the participants with certain
restrictions stipulated under the Restricted A-s hare Scheme. On the grant date of Type I restricted
shares, the participants of Type I restricted sha res were entitled to receive newly issued ordinary
shares of the Company and were required to p ay the purchase price upon accepting the Type I
restricted shares.
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Type I restricted shares shall be locked up immediately upon grant. The release of the
restriction of the restricted shares granted to t he participants shall be subject to performance
conditions and a lock-up period after the date of r egistration. The restricted shares held by the
participants shall be unlocked in two or three tra nches of the total number of the restricted shares
granted upon the expiry of each lock-up period. The r estriction on the restricted share would only be
released upon both the performance condition of the Group and the performance condition of the
individuals are met.
If the either of the performance conditions are not met, the Company will repurchase the Type
I restricted shares from the employee at purch ase price. The total consideration paid by the
participants are recognised as liabilities and wi ll only be reversed by portion to other reserve when
the shares are vested each year.
Pursuant to the ‘‘Proposal on the 2022 Restri cted Stock Incentive Plan (Draft) and its
Summary of the Company’’ (the ‘‘ Incentive Plan 2022 ’’) approved at the 2022 second extraordinary
general meeting of the Company on 21 February 2022, the Company completed the registration of
the initial grant of 2,590,100 type I restricted stock with lock-up period of 36 months to 289
incentive participants in April 2022 at a grant price of RMB18.25 per share and 920,753 type I
restricted stock with lock-up pe riod of 24 months to 89 incentive p articipants which in reserved
grant portion in February 2023 at a grant price of RMB11.73. Pursuant to the Incentive Plan 2022,
the restricted stock initial granted to 289 incentive participants in April 2022 will be unlocked in
three periods after 12 months from the date of compl etion of the registration of the grant, and the
maximum percentage of unlocking for each period will be 40%, 40% and 20%, respectively,
according to the Group’s performance appraisal a nd individual performan ce appraisal, etc. The
restricted stock granted to 89 incentive partic ipants in February 2023 will be unlocked in two
periods after 12 months from the date of complet ion of the registration of the grant, and the
maximum percentage of unlocking for each p eriod will be 50% according to the Group’s
performance appraisal and indivi dual performance appraisal, etc.
Set out below are details of the movements o f the outstanding number of Type I restricted
shares throughout the three months ended 31 March 2025 and 2026 :
Three months ended 31 March
2026 2025
’000 ’000
(unaudited) (unaudited)
As at beginning of the period — 1,065
Lapsed — (55)
As at end of the period — 1,010
Exercisable at end of the period — —
(ii) Type II restricted shares
Type II restricted shares refe r to the ordinary shares that participants could be subscribed
upon the satisfaction of both the Group’s perform ance conditions and individual performance
conditions under the Restricted A-share Sch eme. Upon the satisfaction of the Group’s and
individuals’ performance conditions under the Restri cted A-share Scheme, the participants of Type
II restricted shares have the right to subscribe ordinary shares.
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Type II restricted shares shall be vested ove r a two-year or a three-year period, with shares
vesting on each anniversary date after the vesti ng commencement date upon the satisfaction of the
Group’s performance conditions and individual p erformance conditions under the Restricted
A-share Scheme. The shares before the participan ts’ subscription do not give the participants the
right to obtain dividends or the right to vote at the shareholders’ meeting.
Pursuant to the proposals such as ‘‘Proposal on the 2023 Restricted Stock Incentive Plan
(Draft) and its Summary of the Company’’ (the ‘‘ Incentive Plan 2023 ’’) approved at the 2023 third
extraordinary general meeting of the Company on 11 November 2023, the Company completed the
registration of the initial grant of 2,650,000 ty pe II restricted stock with lock-up period to 49
incentive participants in December 2023 at a grant price of RMB7.16 per share. Pursuant to the
Incentive Plan 2023, the restricted shares granted to participants will be unlocked in two periods
after 12 months from the date of completion of t he registration of the grant, and the maximum
percentage of unlocking for each period will be 50% according to the Group’s performance
appraisal and individual performance appraisal, etc.
Pursuant to the proposals such as ‘‘Proposal on the 2024 Restricted Stock Incentive Plan
(Draft) and its Summary of the Company’’ (the ‘‘ Incentive Plan 2024 ’’) approved at the 2024 first
extraordinary general meeting of the Company o n 27 September 2024, the Company completed the
registration of the initial grant of 12,630,000 ty pe II restricted stock with lock-up period to 50
incentive participants in October 2024 at a grant price of RMB3.75 per share and 370,000 type II
restricted stock with lock-up period to 5 incenti ve participants in August 2025 at a grant price of
RMB3.70 per share. Pursuant to the Incentive Plan 2024, the restricted shares granted to 5 incentive
participants in September 2024 will be unlocked i n three periods after 12 months from the date of
completion of the registration of the grant, an d the maximum percentage of unlocking for each
period will be 50%, 30% and 20%, respectively, a ccording to the Group’s performance appraisal
and individual performance appraisal, etc. The restr icted stock granted to 5 incentive participants in
August 2025 will be unlocked in two periods afte r 12 months from the date of completion of the
registration of the grant, and the maximum per centage of unlocking for each period will be 50%
according to the Group’s performance appraisa l and individual performance appraisal, etc.
Set out below are details of the movements of the outstanding number of Type II restricted
shares throughout the three months ended 31 March 2026 and 2025 :
Three months ended 31 March
2026 2025
’000 ’000
(unaudited) (unaudited)
As at beginning of the period 7,848 15,280
Forfeited (1,245) —
As at end of the period 6,603 15,280
Exercisable at end of the period 2,729 6,315
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Subsequent to 31 March 2026, pursuant to the ‘‘Proposal on the 2026 Restricted Stock
Incentive Plan (Draft) and its Summary of the Company’’ (the ‘‘ Incentive Plan 2026 ’’) approved at
the 2026 second extraordinary general meeting of the Company on 31 March 2026, the Company
completed the registration of the g rant of 8,580,200 type I restricted stock in treasury shares with
lock-up period of 24 months to 63 incentive partic ipants in April 2026 at a grant price of RMB7.50
per share. Pursuant to the Incentive Plan 2026, the restricted stock will be unlocked in two periods
after 12 months from the date of completion of t he registration of the grant, and the maximum
percentage of unlocking for each period will be 50% according to the Group’s performance
appraisal and individual performance appraisal, etc.
25. COMMITMENTS
The Group’s capital commitments contracted but not pr ovided for in the Interim Financial Information
were as follows:
As at
31 March
2026
As at
31 December
2025
RMB’000 RMB’000
(unaudited)
Contracted, but not provided for, net of deposits paid and
prepayments
— Property, plant and equipment 2,120,678 2,169,527
26. RELATED PARTY TRANSACTIONS
The Group entered into the following related part y transactions during the three months ended 31 March
2026 and 2025.
(a) Relationships with related parties
Name of related party Relationship with the Group
Shenzhen Cotran New Material Co., Ltd.
(Former name: Shenzhen Kexin
Hydrogen Materials Co., Ltd.)*
深圳市科新創界新材料有限公司
（曾用名:深圳市科新氫材有限公司）
A company in which the ultimate controller holds a
30% equity interest
Shenzhen Youte Qingxin Filter Material
Technology Co., Ltd*. ( 深圳優特清新濾
材科技有限公司)
A company controlled by the son of the ultimate
controller
Shenzhen Xinyuanbang Technology Co.,
Ltd.*
(深圳新源邦科技有限公司)
An associate of the Group from October 2022
N-Tech Environment Protection Science
and Technology (Changzhou) Co., Ltd.*
(恩泰環保科技（常州）有限公司)
A company controlled by the brother of the ultimate
controller
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Name of related party Relationship with the Group
Shenzhen Xinglanxin New Material
Technology Co., Ltd. ( 深圳市星藍鑫新材
料科技有限公司)
A company in which the ultimate controller holds a
31% equity interest
* For identification only
(b) Transactions with related parties
Three months ended 31 March
2026 2025
RMB’000 RMB’000
(unaudited) (unaudited)
Sales transactions:
— Shenzhen Youte Qingxin Filter Material
Technology Co., Ltd. 193 110
— Shenzhen Xinglanxin New Material Technology Co., Ltd. 121 —
314 110
Rental transactions:
— Shenzhen Cotran New Material Co., Ltd. 198 —
— Shenzhen Xinglanxin New Material Technology Co., Ltd. 890 —
1,088 —
Procurement transactions:
— Shenzhen Xinyuanbang Technology Co., Ltd. 6,153 301
— N-Tech Environment Protection Science and Technology
(Changzhou) Co., Ltd. 28 —
6,181 301
(c) Balances with related parties
As at
31 March
2026
As at
31 December
2025
RMB’000 RMB’000
(unaudited)
Amounts due from related parties (trade in nature):
— Shenzhen Youte Qingxin Filter Material Technology
Co., Ltd. 199 207
— Shenzhen Cotran New Material Co., Ltd. 1,003 722
— Shenzhen Xinglanxin New Material Technology Co., Ltd. 3,788 2,717
4,990 3,646
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As at
31 March
2026
As at
31 December
2025
RMB’000 RMB’000
(unaudited)
Amounts due to related parties (trade in nature):
— Shenzhen Xinyuanbang Technology Co., Ltd. 5,070 905
— N-Tech Environment Protection Science and Technology
(Changzhou) Co., Ltd. 117 89
5,187 994
Note: The amounts are unsecured, interest-free and recoverable or repayable on demand.
(d) Key management compensation
Key management includes directors (executive and non-executive) and the senior management of the
Group. The compensation paid or payable to key management for employee services is shown below:
Three months ended 31 March
2026 2025
RMB’000 RMB’000
(unaudited) (unaudited)
Fees 80 60
Salaries, allowances, dis cretionary bonuses and benefits in kind 1,340 1,574
Retirement scheme contributions 49 46
Share-based compensation expenses 137 1,686
Total compensation paid to key management personnel 1,606 3,366
27. FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS
Financial assets and liabilities measured at fair value in the consolidated statements of financial position
are grouped into three levels of a fair value hierarchy. The three levels are defined based on the observability
and significance of inputs to the measurements, as follows:
Level 1 : quoted prices (unadjusted) in active ma rkets for identical assets and liabilities.
Level 2 : inputs other than quoted prices included wit hin Level 1 that are observable for the asset or
liability, either dir ectly or indirectly, and not using s ignificant unobservable inputs.
Level 3 : significant unobservable inputs for the asset or liability.
The level in the fair value hierarchy within which the fin ancial asset or liability is categorised in its entirety
is based on the lowest level of input that is significant to the fair value measurement.
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The table below analyses the Group’s financial inst ruments carried at fair value as at 31 March 2026 and
31 December 2025 by level of the inputs to valuation t echniques used to measure fair value. Such inputs are
categorised into three levels within a fair value hierarchy as follows:
— Quoted prices (unadjusted) in active markets f or identical assets or liabilities (Level 1);
— Inputs other than quoted prices included within Level 1 that are observable for t he asset or liability,
either directly (that is, as prices) or indirect ly (that is, derived from prices) (Level 2); and
— Inputs for the asset or liability that are not based o n observable market data (that is, significant
unobservable inputs) (Level 3).
(a) Fair value hierarchy
As at 31 March 2026 and 31 December 2025, the financial assets measured at fair value on a
recurring basis by the above three levels were analysed below:
Level 1 Level 2 Level 3 Total
RMB’000 RMB’000 RMB’000 RMB’000
As at 31 March 2026 (unaudited)
Financial assets at FVTPL
— Fund products — — 48,863 48,863
— Listed equity instruments 32,107 — — 32,107
— Foreign exchange forward contracts
and options — 710 — 710
— Unlisted equity instruments — — 94,598 94,598
Financial assets at FVTOCI
— Unlisted equity instruments — — 36,863 36,863
— Notes receivables measured at
FVTOCI — — 432,623 432,623
32,107 710 612,947 645,764
Financial liabilities at FVTPL
— Foreign exchange forward contract
and options — 3,210 — 3,210
As at 31 December 2025
Financial assets at FVTPL
— Fund products — 30,001 — 30,001
— Unlisted equity instruments — — 94,598 94,598
Financial assets at FVTOCI
— Unlisted equity instruments — — 30,863 30,863
— Notes receivables measured at
FVTOCI — — 369,753 369,753
— 30,001 495,214 525,215
Financial liabilities at FVTPL
— Foreign exchange forward contract
and options — 12,620 — 12,620
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(b) Valuation techniques used to determine fair values
The fair value of financial instruments traded in an active market is determined at the quoted
market price; and the fair value of those not traded in an active market is determined by the Group using
valuation technique. The valuation models used mainly discounted cash flow approach and market
approach. The inputs of the valuation technique mainly include expected rate of return, recent transaction
price and discount rate.
Assets subject to Level 3 fair value measure ment were mainly included fund products, notes
receivables measured at FVTOCI, equi ty investments in unlisted entities at FVTPL and at FVTOCI. These
assets and liabilities were measur ed mainly using discounted cash fl ow approach and market approach.
The judgement of Level 3 of the fair value hierarch y is based on the materiality of unobservable inputs
towards calculation of whole fair value.
During the three months ended 31 March 2026 and 2025, there was no transfer between Level 1 and
Level 2 into or out of Level 3.
The quantitative information of fair value m easurements as at 31 March 2026 and 31 December
2025 for Level 2 and level 3 is as follows:
Fair value
hierarchy
As at
31 March
2026
As at
31 December
2025
Valuation technique
and key input(s)
Relationship of
significant
unobservable input(s)
to fair value
RMB’000 RMB’000
(unaudited)
Financial assets at FVTPL
Fund products Level 2 30,001 Quoted prices in the
over-the-counter
market
N/A
Level 3 48,863 — Net assets value of
unlisted funds
The higher the net
assets value of
unlisted funds, the
higher the fair
value
Foreign exchange forward
contracts and options
Level 2 710 — Discounted cash flow.
Future cash flows
are estimated based
on forward exchange
rates (from
observable forward
exchange rates at the
end of the reporting
period) and contract
forward rates,
discounted at a rate
that reflects the
credit risk of various
counterparties
N/A
Unlisted equity investments Level 3 19,028 19,028 Market approach,
Recent transaction
price
The higher the recent
transaction price,
the higher the fair
value
Unlisted equity investments Level 3 75,570 75,570 Market approach,
Discount for lack of
marketability
(‘‘DLOM ’’) and
Enterprise Value to
Sales (‘‘EV/S ’’)
multiples
The higher the value
of DLOM, the lower
the fair value; the
higher the EV/S
multiples, the higher
the fair value
APPENDIX IA UNAUDITED INTERIM FINANCIAL INFORMATION
–I A - 2 9–


--- page 430 ---
Fair value
hierarchy
As at
31 March
2026
As at
31 December
2025
Valuation technique
and key input(s)
Relationship of
significant
unobservable input(s)
to fair value
RMB’000 RMB’000
(unaudited)
Financial assets at FVTOCI
Unlisted equity investments Level 3 36,863 30,863 Market approach,
Recent transaction
price
The higher the recent
transaction price,
the higher the fair
value
Notes receivables measured at
FVTOCI
Level 3 432,623 369,753 Discount rate The higher the
discount rate, the
lower the fair value
613,657 525,215
Financial liabilities at FVTPL
Foreign exchange
forward contracts
and options
Level 2 3,210 12,620 Discounted cash flow.
Future cash flows
are estimated based
on forward exchange
rates (from
observable forward
exchange rates at the
end of the reporting
period) and contract
forward rates,
discounted at a rate
that reflects the
credit risk of various
counterparties
N/A
Below is a summary of quantitative sensitivity anal ysis disclosed for the financial assets subject to
Level 3 fair value measurement at the end of each of the reporting period:
Valuation technique
and key input(s) Range of inputs Sensitivity analysis
As at
31 March
2026
As at
31 December
2025
(unaudited)
Financial assets at FVTPL
Fund products Net assets value of
unlisted funds
N/A N/A As at 31 March 2026, if net assets
value of unlisted funds were
increased/decreased by 5%, the fair
value of fund products at FVTPL
would have been ap proximately
RMB2,443,000 (31 December 2025 :
nil) higher/lower.
Unlisted equity investments Market approach,
Recent transaction
price
N/A N/A As at 31 March 2026, if the recent
transaction price were increased/
decreased by 5%, the fair value of
unlisted equity investments at
FVTPL would have been
approximately RMB951,000 (31
December 2025 : RMB951,000)
higher/lower.
APPENDIX IA UNAUDITED INTERIM FINANCIAL INFORMATION
–I A - 3 0–


--- page 431 ---
Valuation technique
and key input(s) Range of inputs Sensitivity analysis
As at
31 March
2026
As at
31 December
2025
(unaudited)
Unlisted equity investments Market approach,
DLOM
16.55% 16.55% As at 31 March 2026, if the DLOM
h a db e e nh i g h e r / l o w e rb y5 % ,t h e
fair value of unlisted equity
investments at FVTPL would have
been approximately RMB5,318,000
(31 December 2025 :
RMB5,318,000) lower/higher.
Market approach, EV/
S multiples
4.46 4.46 As at 31 March 2026, if the EV/S
multiples was increased/decreased
by 5%, the fair value of unlisted
equity investments at FVTPL would
have been approximately
RMB4,438,000 (31 December 2025 :
RMB4,438,000) higher/lower.
Financial assets at FVTOCI
Notes receivables measured at
FVTOCI
Discount rate 0.88%–1.55% 0.5%–1.99% As at 31 March 2026, if the discount
rate had been higher/lower by 0.5%,
t h ef a i rv a l u eo fn o t e sr e c e i v a b l e sa t
FVTOCI would have been
approximately RMB2,101,000 (31
December 2025 : RMB1,795,000)
lower/higher re spectively.
Unlisted equity investments Market approach,
Recent transaction
price
N/A N/A As at 31 March 2026, if the recent
transaction price were increased/
decreased by 5%, the fair value of
unlisted equity investments at
FVTOCI would have been
approximately RMB1,843,000 (31
December 2025 : RMB1,543,000)
higher/lower.
(c) Reconciliation of Level 3 fair value measurements
The following tables present the changes in level 3 financial instruments during the three months
ended 31 March 2026 and 2025 :
(i) Financial assets at FVTPL
Bank WMPs
and structured
deposits Fund products
Unlisted equity
investments
RMB’000 RMB’000 RMB’000
As at 1 January 2026 — — 94,598
Additions (unaudited) 30,000 47,517 —
Disposals (unaudited) (30,007) — —
Fair value gains (unaudited) 7 1,346 —
As at 31 March 2026 (unaudited) — 48,863 94,598
APPENDIX IA UNAUDITED INTERIM FINANCIAL INFORMATION
–I A - 3 1–


--- page 432 ---
Bank WMPs
and structured
deposits Fund products
Unlisted equity
investments
RMB’000 RMB’000 RMB’000
As at 1 January 2025 260,564 — 76,982
Additions (unaudited) 643,000 — —
Disposals (unaudited) (554,571) — —
Fair value gains (unaudited) 1,106 — —
As at 31 March 2025 (unaudited) 350,099 — 76,982
(ii) Financial assets at FVTOCI
Notes
receivables
measured at
FVTOCI
Unlisted equity
investment
RMB’000 RMB’000
As at 1 January 2026 369,753 30,863
Additions (unaudited) 257,197 6,000
Disposals (unaudited) (194,327) —
As at 31 March 2026 (unaudited) 432,623 36,863
As at 1 January 2025 292,318 —
Additions (unaudited) 607,831 13,816
Disposals (unaudited) (700,926) —
As at 31 March 2025 (unaudited) 199,223 13,816
28. CONTINGENT LIABILITY
As of 31 March 2026, the Group has no other outstandi ng litigation or continge nt liability that in the
opinion of the directors of the Company would have ma terial impact to the Group’s financial position.
29. EVENT AFTER THE END OF THE REPORTING PERIOD
According to the 23rd meeting of the Board of Direc tors held on 24 March 2026, the Company approved
the proposal on the registration and issuance of Sc ience and Technology Innovation Bonds. The Company
intends to apply to the National Association of Financi al Market Institutional Investors (NAFMII) for
registration to issue Science and Technology I nnovation Bonds with an aggregate principal amount not
exceeding RMB1.5 billion (inclusive). The Company w ill determine the timing and frequency of issuance
(whether in a single tranche or multiple tranches) withi n the registered amount and validity period based on its
actual funding requirements and prevailing market condi tions. The final registered amount shall be as specified
in the registration notice issued by NAFMII.
Other than those disclosed above and Note 24 in the I nterim Financial Information, the Group has no
other significant event subsequent to 31 March 2026.
APPENDIX IA UNAUDITED INTERIM FINANCIAL INFORMATION
–I A - 3 2–


--- page 433 ---
The following information set forth does not form part of the ‘‘Accountants’ Report’’ from
Rongcheng (Hong Kong) CPA Limited, Certified Public Accountants, Hong Kong, the
Company’s reporting accountants, as set forth in Appendix I to this prospectus, and is included
herein for illustrative purpose only. The unaudited pro forma financial information should be
read in conjunction with the section headed ‘‘Financial Information’’ in this document and the
Accountants’ Report set out in Appendix I to this document.
A. UNAUDITED PRO FORMA STATEME NT OF ADJUSTED CONSOLIDATED
NET TANGIBLE ASSETS OF THE GROUP ATTRIBUTABLE TO OWNERS OF
THE COMPANY
The following unaudited pro forma statement of adjusted consolidated net tangible
assets of the Group attributable to owners of the Company has been prepared in accordance
with Rule 4.29 of the Listing Rules for the pur pose of illustrating the effect of the Global
Offering as if it had taken place on 31 December 2025 and based on the audited
consolidated net tangible assets attributable to the owners of the Company as at 31
December 2025 as shown in the Accountants’ Report, the text of which is set out in
Appendix I to this document, and adjusted as described below.
The unaudited pro forma statement of adjusted consolidated net tangible assets of the
Group attributable to owners of the Company ha s been prepared for illustrative purposes
only and, because of its hypothetical nature, it may not give a true picture of the
consolidated net tangible assets of the Group attributable to owners of the Company as at
31 December 2025 or at any future dates following the Global Offering.
Audited
consolidated
net tangible
assets of the
Group
attributable
to owners of
the Company
as at
31 December
2025
Estimated
net proceeds
from the
Global
Offering
Unaudited
pro forma
adjusted
consolidated
net tangible
assets of the
Group
attributable
to owners of
the Company
as at
31 December
2025
Unaudited pro forma
adjusted consolidated net
tangible assets the Group
attributable to owners of the
Company per Share as at
31 December 2025
RMB’000 RMB’000 RMB’000 RMB HK$
(Note 1) (Note 2) (Note 3) (Note 4)
Based on maximum Offer
Price of HK$8.98 per
Share 9,910,374 1,099,630 11,010,004 7.51 8.63
APPENDIX II UNAUDITED PRO FORMA FINANCIAL INFORMATION
–I I - 1–


--- page 434 ---
Notes:
1. The audited consolidated net tangible assets o f the Group attributable to owners of the Company as
at 31 December 2025 is extracted from the Accountants’ Report as set out in Appendix I to this
prospectus, which is based on the audited consol idated net assets of the Group attributable to
owners of the Company as at 31 December 2025 of approximately RMB9,931,310,000 with an
adjustment for the intangible assets as of 31 December 2025 of approximately RMB20,936,000.
2. The estimated net proceeds from the Global Of fering are based on 149,523,500 new Offer Shares and
the maximum Offer Price of HK$8.98 per Offer Share , after deduction of the e stimated underwriting
commissions and fees and other related expenses (excluding the listing expense that have been
charged to profit or loss during the track record period).
3. The unaudited pro forma adjusted consolidated net tangible assets of the Group attributable to
owners of the Company per Share as at 31 December 2025 is arrived at after adjustments referred to
in the preceding paragraphs and on the basis that a total of 1,466,798,299 Shares (representing
1,348,124,139 Shares as at 31 December 2025, 149,523,500 Offer Shares and excluding 30,849,340
repurchased shares as at 31 December 2025) were in issue assuming that the Global Offering had
been completed on 31 December 2025 and excluding the impact of the subsequent events: The
Group declared dividends in aggr egate of approximately RMB13,173,000 (representing a final
dividend of approximately RMB13,259,000, excl uding approximately RMB86,000 distributed to
holders of restricted shares which does not constitute a reduction in net assets). Including the impact
of the subsequent event, the unaudited pro forma a djusted consolidated net tangible assets of the
Group attributable to owners of the Company per Share as at 31 December 2025 would be RMB7.50
(HK$8.62), based on an Offer Price of HK$8.98 per Share, respectively.
4. For the purpose of this unaudited pro forma statement of adjusted consolidated net tangible assets
of the Group attributable to owners of the Compa ny, the amounts stated in Hong Kong dollars are
converted into Renminbi at a rate of HK$1 to R MB0.86998. No representation is made that
Renminbi amounts have been, could have been or may be converted to Hong Kong dollars, or vice
v e r s a ,a tt h a tr a t e .
5. The property interests of the Group as at 30 April 2026 have been valued by Knight Frank Petty
Limited, an independent property valuer, and the full text of the valuation report is set out in
Appendix III to this prospectus. The unaudited pro forma adjusted consolidated net tangible assets
of the Group attributable to ow ners of the Company has not taken into account the change in fair
value arising from the valuation of these propert y interests. Such change in fair value has not been
recorded in the Historical Financial Information of the Group as at 31 December 2025 set forth in
the Accountants’ Report in Appendix I to this prospectus and will not be recorded in the
consolidated financial statements of the Group in future periods in accordance with the Group’s
accounting policies. As the Group’ s properties are measured using the cost model, had those selected
property interests as at 31 December 2025 been reco rded at the values stated in the valuation report
set out in Appendix III to this prospectus, additi onal depreciation of approximately RMB3,929,000
per annum would be charged against profit in future periods.
6. Save as disclosed above, no other adjustment h as been made to the unaudited pro forma adjusted
consolidated net tangible assets of the Group attr ibutable to owners of the Company to reflect any
trading results or other transactions of our Gr oup entered into subsequent to 31 December 2025.
APPENDIX II UNAUDITED PRO FORMA FINANCIAL INFORMATION
–I I - 2–


--- page 435 ---
B. REPORT ON UNAUDITED PRO FORMA FINANCIAL INFORMATION
The following is the text of the independent reporting accountants’ assurance report
received from Rongcheng (Hong Kong) CPA Limited, Certified Public Accountants, Hong
Kong, the Company’s reporting accountants, in respect of the Group’s unaudited pro forma
financial information for the purpose in this prospectus.
INDEPENDENT REPORTING ACCOUNTANTS’ ASSURANCE REPORT ON THE
COMPILATION OF UNAUDITED PRO F ORMA FINANCIAL INFORMATION
To the Directors of Shenzhen Senior Technology Material Co., Ltd.
We have completed our assurance engag ement to report on the compilation of
unaudited pro forma financial information of Shenzhen Senior Technology Material Co.,
Ltd. (the ‘‘ Company ’’) and its subsidiaries (hereinaf ter collectively referred to as the
‘‘Group ’’) by the directors of the Company (the ‘‘ Directors ’’) for illustrative purposes only.
The unaudited pro forma financial information consists of the unaudited pro forma
statement of adjusted consolidated net tangible assets of the Group attributable to owner of
the Company as at 31 December 2025 and related notes (the ‘‘ Unaudited Pro Forma
Financial Information ’’) as set out on pages II-1 to II-2 of the Company’s prospectus dated
12 June 2026, in connection with the proposed initial public offering of the shares of the
Company (the ‘‘ Prospectus ’’). The applicable criteria on the basis of which the Directors
have compiled the Unaudited Pro Forma Financi al Information are described on pages II-1
to II-2 of the Prospectus.
The Unaudited Pro Forma Financial Inform ation has been compiled by the Directors
to illustrate the impact of the proposed initia l public offering on the Group’s financial
position as at 31 December 2025 as if the propos ed initial public offering had taken place at
31 December 2025. As part of this process, in formation about the Group’s financial
position has been extracted by the Directors from the Group’s financial information for the
year ended 31 December 2025, on which an accountants’ report has been published as set
out in Appendix I of the Prospectus.
Directors’ Responsibility for the Unaud ited Pro Forma Finan cial Information
The Directors are responsible for compiling the Unaudited 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 7, Preparation of Pro Forma Financial Information for
Inclusion in Investment Circulars, (‘‘AG 7 ’’) issued by the Hong Kong Institute of Certified
Public Accountants (‘‘ HKICPA ’’).
APPENDIX II UNAUDITED PRO FORMA FINANCIAL INFORMATION
–I I - 3–


--- page 436 ---
Our Independence and Quality Management
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 behaviour.
Our firm applies Hong Kong Standard on Quality Management (HKSQM) 1, Quality
Management for Firms that Perform Audits or Reviews of Financial Statements, or Other
Assurance or Related Services Engagements , issued by the HKICPA, 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 Unaudited Pro Forma F inancial Information and to report our
opinion to you. We do not accept a ny responsibility for any reports previously given by us
on any financial information used in the comp ilation of the Unaudited Pro Forma Financial
I n f o r m a t i o nb e y o n dt h a to w e dt ot h o s et ow h om 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 accountant plans and performs procedures to obtain reasonable
assurance about whether the Directors have compiled the Unaudited Pro Forma Financial
I n f o r m a t i o ni na c c o r d a n c ew i t hp a r a g r a p h4 . 2 9o ft h eL i s t i n gR u l e sa n dw i t hr e f e r e n c et o
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 Unaudited
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 Unaudited
Pro Forma Financial Information.
The purpose of unaudited pro forma financial information included in a prospectus is
solely to illustrate the impact of a significant e vent or transaction on unadjusted financial
information of the Group as if the event had occurred or the transaction had been
undertaken at an earlier date selected for pur poses of the illustration. Accordingly, we do
not provide any assurance that the actual outcome of the proposed initial public offering at
31 December 2025 would have been as presented.
APPENDIX II UNAUDITED PRO FORMA FINANCIAL INFORMATION
–I I - 4–


--- page 437 ---
A reasonable assurance engagement to report on whether the unaudited pro forma
financial information has been properly comp iled on the basis of the applicable criteria
involves performing procedures to assess wh ether the applicable criteria used by the
Directors in the compilation of the unaudited pro forma financial information provide a
reasonable basis for presenting the significant effects directly attributable to the event or
t r a n s a c t i o n ,a n dt oo b t a i ns u f f i c i e nt appropriate evidence about whether:
. The related pro forma adjustments give app ropriate effect to those criteria; and
. The unaudited pro forma financial informat ion reflects the proper application of
those adjustments to the unadj usted financial information.
The procedures selected depend on the reporting accountants’ judgement, having
regard to the reporting accountants’ understanding of the nature of the company, the event
or transaction in respect of which the unaudi ted pro forma financial information has been
compiled, and other relevant e ngagement circumstances.
The engagement also involves evaluating the overall presentation of the unaudited pro
forma financial information.
We believe that the evidence we have obtained is sufficient and appropriate to provide
a basis for our opinion.
Our work has not been carried out in accordance with auditing standards or other
standards and practices generally accepted in the United States of America or auditing
standards of the Public Company Accounting Oversight Board (United States) or standards
and practices of any professional body in any other overseas jurisdiction and accordingly
should not be relied upon as if it had been carried out in accordance with those standards
and practices.
Opinion
In our opinion:
(a) the Unaudited Pro Forma Financial Information has been properly compiled by
the Directors on the basis stated;
(b) such basis is consistent with the accounting policies of the Group; and
(c) the adjustments are appropriate for the purposes of the Unaudited Pro Forma
Financial Information as disclosed pursuant to paragraph 4.29(1) of the Listing
Rules.
Rongcheng (Hong Kong) CPA Limited
Certified Public Accountants
LO, Chi Kin
Practising Certificate Number P08415
Hong Kong
12 June 2026
APPENDIX II UNAUDITED PRO FORMA FINANCIAL INFORMATION
–I I - 5–


--- page 438 ---
The following is the text of a letter and valuation report prepared for the purpose of
incorporation in this prospectus received from Knight Frank Petty Limited, an independent
property valuer, in connection with its opinion of the value of property interest held by the
Company as at 30 April 2026.
12 June 2026
Shenzhen Senior Technology Material Co., Ltd.
Gongming Office
Tianyuan Road North
Guangming District
Shenzhen
the PRC
The Directors
Dear Sirs
Valuation of Portion of Shenzhen Manufacturing Base located on the north of Minsheng
Boulevard and the west of Tianyuan Road, Matian Jiedao, Guangming District, Shenzhen,
The People’s Republic of China (the ‘‘Property’’)
In accordance with the instructions of She nzhen Senior Technology Material Co., Ltd.
(hereinafter referred to as ‘‘the Company ’’) for us to value the Property in the People’s
Republic of China (the ‘‘ PRC’’), we confirm that we have carried out inspection, made
relevant enquiries and obtained such further information as we consider necessary for the
purpose of providing you with our opinion of the market value of the Property as at 30
April 2026 (the ‘‘ Valuation Date ’’).
Basis of Valuation
Our valuation is our opinion of the market value of the Property, which we would
define as intended to mean ‘‘the estimated amount for which an asset or liability should
exchange on the Valuation Date between a w illing buyer and a willing seller in an arm’s
length transaction, after proper marke ting and where the parties had each acted
knowledgeably, prudently and without compulsion.’’
Market value is understood as the value of a n asset or liability estimated without
regard to the seller ’s costs of sale or the buyer’s costs of purchase and without adjustment
for any taxes payable by either party as a direct result of the transaction.
APPENDIX III PROPERTY VALUATION REPORT
–I I I - 1–


--- page 439 ---
Market value is the most probable price reasonably obtainable in the market on the
Valuation Date in keeping with the market value definition. It is the best price reasonably
obtainable by the seller and the most advantageous price reasonably obtainable by the
buyer. This estimate specifically excludes an est imated price inflated or deflated by special
terms or circumstances such as atypical financ ing, sale and leaseback arrangements, special
considerations or concessions granted by anyone associated with the sale, or any element of
value available only to a specific owner or purchaser.
In preparing our valuation report, we have complied with ‘‘The HKIS Valuation
Standards 2024’’ issued by the Hong Kong Institute of Surveyors and ‘‘The RICS Valuation
— Global Standards’’ issued by the Royal Institution of Chartered Surveyors and the
requirements contained in the relevant prov isions of Chapter 5 and Practice Note 12 of the
Rules Governing the Listing of Securities issued by The Stock Exchange of Hong Kong
Limited.
Valuation Methodology
In undertaking our valuation of the Property in existing state by Income Approach —
Term & Reversion, we have valued the Property by capitalising the amount of net income
receivable under the current terms of tenancies. Reference would then be made to any
potential changes in rental income on reversion. Both the term and reversion are capitalised
by the market capitalisation rates, which re flect the rate of investment return, effect of
inflation and prospect of rental growth, if any.
Title Documents and Encumbrances
We have been provided by the Company with extracts of title documents relating to the
Property. However, we have not inspected the original documents to ascertain any
amendments which may not appear on the copies handed to us by the Company. In the
course of our valuation, we have relied on the information given by the Company and its
PRC legal adviser, King & Wood, regarding the title and other legal matters relating to the
Property.
No allowance has been made in our valuation for any charges, mortgages or amounts
owing on any Property nor for any expenses or taxation which may be incurred in effecting
a sale. Unless otherwise stated, it is assumed t hat the Property is free from encumbrances,
restriction and outgoings of an onerous nature which could affect its value.
APPENDIX III PROPERTY VALUATION REPORT
–I I I - 2–


--- page 440 ---
Source of Information
We have relied to a very considerable extent on the information given by the Company
and the legal opinion of the Company’s PRC legal adviser. We have no reason to doubt the
truth and accuracy of the information provided to us by the Company and/or its PRC legal
adviser which is material to the valuation. We have accepted advice given by the Company
on such matters as planning approvals or statuto ry notices, easements, tenure, ownership,
completion dates of buildings, p articulars of occupancy, tenancy summaries, floor and site
areas and all other relevant matters. Dimensions, measurements and areas included in the
valuation report are based on information contained in the documents provided to us and
are therefore only approximations. We have not been able to carry out on-site
measurements to verify the correctness of th e site and floor areas of the Property and we
have assumed that the site and the floor areas shown on the documents handed to us are
correct. We were also advised by the Company that no material facts have been omitted
from the information provided.
Inspection and Structural Condition
We have carried out exterior and, where possible, the interior inspection of the
Property and the inspection was carried out by our Assistant Manager, Wayne Luo, on 23
March 2026. However, no structural survey has been made, but in the course of our
inspection, we did not note any serious defects. We are not, however, able to report that the
Property is free from rot, infestation or any oth er structural defects. No tests were carried
out on any of the services.
Identity of Property to be valued
We exercised reasonable care and skill (but will not have an absolute obligation to the
Company) to ensure that the Property, id entified by the property address in the
instructions, is the Property inspected by us and contained within our valuation report.
Environmental Issues
We are not environmental specialists and therefore we have not carried out any
scientific investigations of sites or buildings to establish the existence or otherwise of any
environmental contamination, nor have we un dertaken searches of public archives to seek
evidence of past activities that might identify potential for contamination. In the absence of
appropriate investigations and where there is no apparent reason to suspect potential for
contamination, our valuation is prepared on the assumption that the Property is unaffected.
Where contamination is suspected or confirmed, but adequate investigation has not been
carried out and made available to us, th en the valuation will be qualified.
APPENDIX III PROPERTY VALUATION REPORT
–I I I - 3–


--- page 441 ---
Compliance with Relevant Ordinances and Regulations
We have assumed that the Property has been constructed, occupied and used in full
compliance with, and without contravention of any ordinances, statutory requirement and
notices except only where otherwise stated. We have further assumed that, for any use of the
Property upon which this report is based, any and a ll required licenses, permits, certificates,
consents, approvals and authorization have been obtained, except only where otherwise
stated.
Remarks
Knight Frank has prepared the valuation based on the information and data available
to us as at the Valuation Date. While the curre nt market is influenced by various policies
and regulations, increased global conflicts could add further fluctuations in real estate
market. It must be recognised that enactment o f emergency measures, changes in mortgage
requirements or international tensions could be immediate and have sweeping impact on the
real estate market apart from typical market variations. It should therefore be noted that
any market violation, policy, ge opolitical and social changes or other unexpected incidents
after the Valuation Date may affect the value of the Property.
Currency
All money amounts stated are in Renminbi (RMB).
Our valuation report is attached.
Yours faithfully
For and on behalf of
Knight Frank Petty Limited
Gary Lau
MHKIS MRICS RPS(GP) RICS
Registered Valuer
Senior Director
Valuation & Advisory
Cyrus Fong FRICS FHKIS RPS(GP) MCIREA
RICS Registered Valuer
Executive Director
Head of Valuation & Advisory,
Greater China
Enc
Notes:
Mr. Cyrus Fong is a fellow member of RICS and HKIS who h as over 18 years of extensive experience in the Real
Estate Industry. He has conducted numerous assignments for different types of properties including development
sites, luxury residential, commercial, industrial prope rties in Hong Kong, UK and Asia Pacific region for various
valuation purposes.
Mr. Gary Lau is a qualified member of RICS and HKIS who has over 16 years of extensive experience in the Real
Estate Industry. He has conducted numerous assignments for different types of properties including development
sites, residential, office, commercial, logistics, school , convention centre and industrial properties in PRC, UK and
Asia Pacific region for various valuation purposes.
APPENDIX III PROPERTY VALUATION REPORT
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VALUATION REPORT
I n v e s t m e n tp r o p e r t yh e l db yt h eC o m p a n yi nt h eP R C
Property Description and tenure Particulars of occupancy
Market Value in
existing state as at
30 April 2026
Portion of Shenzhen
Manufacturing Base
located on the north
of Minsheng
Boulevard and the
west of Tianyuan
Road, Matian Jiedao,
Guangming District,
Shenzhen, the
People’s Republic of
China
The Property is an industrial complex
located on the north of Minshi
Boulevard and the west of Tianyuan
Road within Matian Jiedao,
Guangming District, Shenzhen. The
Property is located within the
Shenzhen Manufacturing Base and is
surrounded by industrial
developments and supporting
facilities. The Shenzhen
Manufacturing Base was completed in
between 2011 and 2023.
The Property is erected on two parcels
of land with a total site area of
approximately 51,864.62 sq m and a
total gross floor area (the ‘‘ GFA ’’) of
103,174.46 sq m. Details of the area
are summarized as follows:
Portion of the Property with
a total gross floor area of
approximately 44,688.42 sq
m is subject to various
tenancies, yielding a total
monthly rent of
approximately
RMB1,060,000, exclusive of
VAT.
Portion of the Property with
a total gross floor area of
approximately 7,077.20 sq m
is owner-occupied.
The remaining portion of the
Property remains vacant.
RMB419,000,000
(RENMINBI FOUR
HUNDRED AND
NINETEEN
MILLION ONLY)
Approximate
GFA
(sq m)
Phase 1
Block 1 39,764.53
Block 2 3,312.40
Block 3 8,828.11
R&D Factory 13,963.00
Sub-total 65,868.04
Phase 2
Block 3 15,617.22
Block 4 21,689.20
Sub-total 37,306.42
Grand Total: 103,174.46
The land use rights of the Phase 1 and
Phase 2 of the Property have been
granted for land use rights terms for a
term of 50 years commencing from 1
January 2010 for industrial use and a
term of 30 years commencing from 22
October 2015 for general industrial
use respectively.
APPENDIX III PROPERTY VALUATION REPORT
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Notes:
1. Pursuant to the Real Estate Title Certificate no. Shen Fang Di Zi No. 8000105985 issued by Shenzhen
Real Estate Registration Center dated 4 March 2014, the land use rights of the Property with a site area of
approximately 29,864.39 sq m, and the building owne rship of the Property with a GFA of approximately
65,868.04 sq m, were vested in Shenzhe n Senior Technology Material Co., Ltd. ( 深圳市星源材質科技股份
有限公司) for a term of 50 years commencing from 1 January 2010 for industrial use. The land use rights
of the Property can only be transferred as a whole and cannot be transferred on a strata-titled basis.
2. Pursuant to two Real Estate Title Certificates nos. Yue (2023) Shen Zhen Shi Bu Dong Chan Quan Di
Nos. 0565153 and 0565154 both issued by Shenzhen Real Estate Registration Center dated 2 August 2023,
the land use rights of the Property with a total site a rea of approximately 22,000.23 sq m, and the building
ownership of the Property with GFA of approximat ely 15,617.22 sq m and 21,689. 20 sq m respectively,
were vested in Shenzhen Senior Technology Material Co., Ltd. ( 深圳市星源材質科技股份有限公司)f o ra
term of 30 years commencing from 22 October 2015 for general industrial use. The land use rights of the
Property can only be transferred as a whole and ca nnot be transferred on a strata-titled basis.
3. According to the information provided by the Comp any, Phase 2 of the Property is subject to mortgage.
4. We have been provided with the Company’s PRC legal adviser’s opinion, which inter-alia, contains the
following:
(i) as of the latest practicable date, the Compa ny has lawfully obtaine d the Real Estate Title
Certificates and legally holds the relevant property rights;
(ii) as of the Latest Practicable Date apart from t he mortgage as mentioned in Note 3, the Property is
free from any other mortgages or encumbrances; and;
(iii) as of the Latest Practicable Date there are no title disputes or potential disputes.
APPENDIX III PROPERTY VALUATION REPORT
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This appendix contains a summary of the principal provisions of the Articles of
Association of the Company adopted on 19 June 2025, which will take effect upon the
listing of H Shares on the Hong Kong Stock Exchange. The primary purpose of this
appendix is to provide potential investors with an overview of the Articles of Association of
the Company. Accordingly, it may not contain all the information that may be considered
material or relevant by potential investors.
SHARES AND REGISTERED CAPITAL
The issuance of shares by the Company shall follow the principles of openness,
fairness, and impartiality. Each share of the same class shall carry equal rights. Shares of
t h es a m ec l a s si s s u e da tt h es a m et i m es h a l lb eissued under the same conditions and at the
same price. All entities or individuals subscribing for such shares shall pay the same
consideration for each share.
INCREASE, REDUCTION AND REPURCHASE OF SHARE CAPITAL
Increase of Share Capital
The Company may, in accordance with applic able laws and regulations and subject to
a resolution adopted by the General Meeting, increase its share capital as required for its
business operations and development by one or more of the following means:
(i) issuing shares to unspecified investors;
(ii) issuing shares to specific investors;
(iii) distributing bonus shares to existing shareholders;
(iv) converting capital reserves into share capital; and/or
(v) any other methods permitted by law, administrative regulations, and the rules of
the China Securities Regula tory Commission (CSRC).
Reduction of Capital
The Company may reduce its registered capital. Any reduction of registered capital
shall be carried out in accordance with the procedures prescribed by the PRC Company
Law, other applicable laws and regulations, and the Articles of Association.
The Company shall notify its creditors within ten (10) days from the date on which the
resolution for the reduction of registered cap ital is passed by the General Meeting, and shall
make a public announcement within thirty (30) days after the resolution approving the
reduction has been adopted. Creditors shall have the right, within thirty (30) days from the
date of receipt of the notice or, if no such notice is received, within forty-five (45) days from
the date of the public announcement, to require the Company to settle its debts or provide a
corresponding guarantee.
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Repurchase of Shares
The Company may repurchase its own shares in accordance with applicable laws,
administrative regulations, d epartmental rules and the Articles of Association under any of
the following circumstances:
(i) for the purpose of reducing the Company’s registered capital;
(ii) in connection with a merge with ano ther company that holds shares in the
Company;
(iii) for use in employee stock ownersh ip plans or equity incentive schemes;
(iv) upon request by shareholders who object to resolutions adopted at a general
meeting regarding the merger or divisio n of the Company, requiring the Company
to repurchase their shares;
(v) for conversion into shares of the Company of convertible corporate bonds issued
by the Company; or
(vi) where necessary for the Company to pro tect its value and the shareholders’ equity
interest.
The Company shall not engage in the trading of its own shares except in the
circumstances set out above.
Where the Company repurchases its own shares pursuant to items (i) and (ii) of
paragraph 1, such repurchase shall be subject to a resolution of the general meeting. Where
the repurchase is conducted pursuant to items (iii), (v) and (vi) of paragraph 1, it shall be
approved by a resolution of the Board of Directors passed at a meeting attended by more
than two-thirds (2/3) of the directors.
Where the Company repurchases its own shares in accordance with the provisions of
paragraph 1, the following requirements shall apply: in the case of a repurchase under item
(i), the shares shall be cancelled within ten ( 10) days from the date of repurchase; in the case
of a repurchase under items (ii) or (iv), the shares shall be transferred or cancelled within six
(6) months from the date of repurchase; and in the case of a repurchase under items (iii), (v),
or (vi), the aggregate number of shares held by the Company shall not exceed ten percent
(10%) of the total issued share capital of the Company, and such shares shall be transferred
or cancelled within three (3) years from the date of repurchase.
TRANSFER OF SHARES
Shares issued by the Company prior to its public offering of A shares shall not be
transferred within one (1) year from the date on which the Company’s shares are listed and
traded on the Shenzhen Stock Exchange.
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Directors and senior management personnel shall declare to the Company their
shareholdings in the Company and any changes thereto. During their term of office, the
annual transfer of their shares of the same class shall not exceed 25% of their total holdings
of such class of shares in the Company. The shares held by such persons shall not be
transferred within one (1) year from the date on which the Company’s shares are listed and
traded. Within six (6) months after their resig nation, such persons shall not transfer the
shares they hold in the Company.
Where laws, administrative regulations or t he listing rules of the stock exchange at the
place where the Company’s shares are listed impose additional restrictions on the transfer
of the Company’s shares, such provisions shall prevail.
The Company shall not accept its shares as the subject matter of a pledge.
RIGHTS AND OBLIGATIONS OF SHAREHOLDERS
Shareholders
The Company shall establish a register of sh areholders based on the records provided
by the securities registration and clearing in stitution. The register of shareholders shall
serve as conclusive evidence of shareholders’ shareholdings in the Company. Shareholders
shall enjoy rights and assume obligations in ac cordance with the class of shares they hold.
Shareholders holding the same class of shares shall be entitled to the same rights and
assume the same obligations.
Rights and Obligations of Shareholders
The shareholders of the Company shall be entitled to the following rights:
(i) to receive dividends and other forms o f distribution in proportion to their
shareholdings;
(ii) to request the convening of, convene, preside over, attend, or appoint proxies to
attend shareholders’ general meetings an d exercise voting rights accordingly;
(iii) to supervise the Company’s operations and submit suggestions or inquiries;
(iv) to transfer, donate, or pledge their shares in accordance with laws, administrative
regulations, and the Articles of Association;
(v) shareholders shall have the right to inspect and make copies of Articles of
Association, the register of shareholders, minutes of general meetings, resolutions
of the Board of Directors, and financial accounting reports. Shareholders who
meet the prescribed requirements may also inspect the Company’s accounting
books and accounting vouchers;
(vi) to participate in the distribution of the Company’s remaining assets in proportion
to their shareholdings upon termination or liquidation of the Company;
APPENDIX IV SUMMARY OF ARTICLES OF ASSOCIATION OF THE COMPANY
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(vii) to request the Company to repurchase their shares if they object to resolutions of
the shareholders’ general meeting regarding mergers or divisions of the Company;
and
(viii)other rights provided by laws, administ rative regulations, departmental rules,
securities regulatory rules at the place w here the Company’s shares are listed, or
the Articles of Association.
Shareholders’ requesting to inspect or make copies of relevant documents of the
Company shall comply with the PRC Comp any Law, Securities Law of the People’s
Republic of China, and other applicable laws, a dministrative regulations, and securities
regulatory rules where the Company’s shares are listed.
The shareholders of the Company shall undertake the following obligations:
(i) to comply with laws, administrative regulations, and the Articles of Association;
(ii) to pay subscription monies for the shares they have subscribed for, according to
the agreed subscription terms and method;
(iii) not to withdraw their capital contribu tions except as otherwise permitted by laws
or regulations;
(iv) not to abuse shareholder rights to h arm interests of the Company or other
shareholders; not to abuse the Company’s independent legal personality or the
limited liability of shareholders to harm the interests of the Company’s creditors;
and
(v) such other obligations as may be requi red under laws, administrative and the
Articles of Association.
Shareholders who abuse their rights and thereby cause losses to the Company or other
shareholders shall be liable for compensation in accordance with the law. Shareholders who
abuse the Company’s status as an independe nt legal entity and the limited liability of
shareholders to evade debts and thereby materi ally prejudice the interests of the Company’s
creditors shall bear joint and severa l liability for the Company’s debts.
SHAREHOLDERS’ GENERAL MEETING
General rules of the Shareholders’ General Meeting
The Shareholders’ General Meeting is the organ of authority of the Company and
shall, in accordance with the law, exercise the following powers:
(i) to elect and replace directors who are not employee representatives and determine
matters relating to the remuneration of such directors;
(ii) to consider and approve the reports of the Board of Directors;
APPENDIX IV SUMMARY OF ARTICLES OF ASSOCIATION OF THE COMPANY
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(iii) to consider and approve the Company’ s profit distribution plan and plan for
making up losses;
(iv) to adopt resolutions on the increase or reduction of the registered capital of the
Company;
(v) to adopt resolutions on the issuance of bonds by the Company;
(vi) to adopt resolutions on the merger, division, dissolution, liquidation or change of
corporate form of the Company;
(vii) to amend the Articles of Association;
(viii) to determine matters relating to the repurchase of the Company’s shares in the
circumstances set out in Article 25, paragraph 1, items (i) and (ii) of the Articles of
Association;
(ix) to adopt resolutions on the appointment or dismissal of the accounting firm
responsible for the audit of the Company;
(x) to consider and approve the guarantees as set out in Article 47 of the Articles of
Association;
(xi) to consider and approve any proposed purchase or sale of significant assets by the
Company within one (1) year that exceeds t hirty percent (30%) of the Company’s
total audited assets as at the most recent accounting period;
(xii) to consider and approve equity incentive plans and employee stock ownership
plans;
(xiii) to consider and approve any proposed changes to the use of proceeds raised from
financing activities;
(xiv) to consider and approve transaction-rela ted matters as prescribed in Articles 48
and 49 of the Articles of Association; and
(xv) to consider and approve other matters that are required by laws, administrative
regulations, departmental rules, the securities regulatory rules of the stock
exchange where the Company’s shares are listed, or the Articles of Association to
be decided by the General Meeting of Shareholders.
The Shareholders’ General Meeting may authorise the Board of Directors to adopt
resolutions on the issuance of bonds by the Company.
APPENDIX IV SUMMARY OF ARTICLES OF ASSOCIATION OF THE COMPANY
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The Company shall convene an extraordinary general meeting within two (2) months
from the date of occurrence of any of the following circumstances:
(i) the number of directors falls below the statutory minimum required by the PRC
Company Law or less than two-thirds (2/3) of the number of directors as specified
in the Articles of Association;
(ii) the Company’s uncovered losses amount to one-third (1/3) of its total share
capital;
(iii) a shareholder or shareholders holdin g individually or in aggregate ten percent
(10%) or more of the Company’s shares so request;
(iv) the Board of Directors considers it necessary;
(v) the Audit Committee proposes to convene such a meeting; or
(vi) Other circumstances as stipulated by laws, administrative regulations,
departmental rules, he listing rules of the stock exchange(s) where the
Company’s shares or GDRs are listed, or the Articles of Association.
Convening of the General Meeting
The independent directors shall have the right to propose to the Board of Directors to
convene an extraordinary general meeting upon the approval of more than half of all
independent directors. The Board of Directors shall, in accordance with laws,
administrative regulations, the securiti es regulatory rules of the place where the
Company’s shares are listed, and the Articles of Association, provide written feedback
indicating whether it agrees to convene the extraordinary general meeting within ten (10)
days of receiving such a proposal. If the Board of Directors agrees to convene the
extraordinary general meeting, it shall issue a notice of the general meeting within five (5)
days after the resolution of the Board is made.
The Audit Committee shall have the right to propose to the Board of Directors to
convene an extraordinary general meeting and shall submit such proposal in writing. 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 indicating whether it agrees to convene the
extraordinary general meeting within ten ( 10) days of receiving such a proposal. If the
Board of Directors agrees to convene the extraordinary general meeting, it shall issue a
notice of the general meeting within five (5) days after the resolution of the Board is made.
APPENDIX IV SUMMARY OF ARTICLES OF ASSOCIATION OF THE COMPANY
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Shareholder(s) individually or jointly holding ten percent (10%) or more of the
Company’s shares may request the Board of Directors to convene an extraordinary general
meeting by submitting such request in writin g. The Board of Directors shall, in accordance
with laws administrative regulations, the lis ting rules of the stock exchange(s) where the
Company’s shares or GDRs are listed, and the Articles of Association, provide written
feedback indicating whether it agrees to convene the extraordinary general meeting within
ten (10) days of receiving such a request. If the Board of Directors agrees, it shall issue a
notice of the general meeting within five ( 5) days after the Board resolution is made.
Where the Board of Directors refuses to c onvene the meeting, or fails to provide
feedback within ten (10) days of receiving the request, the shareholder(s), individually or
jointly holding ten percent (10%) or more of the Company’s shares shall have the right to
submit a written proposal to the Audit Committee to convene the extraordinary general
meeting.
If the Audit Committee agrees to convene the extraordinary general meeting, it shall
issue a notice of the general meeting within five (5) days of receiving the request. Any
changes to the original proposal in the notice shall be subject to the consent of the relevant
shareholder(s).
If the Audit Committee fails to issue such notice within the prescribed period, it shall
be deemed as having refused to convene and preside over the meeting. Shareholder(s) who
have individually or jointly held ten percent (10%) or more of the Company’s shares for
ninety (90) consecutive days or more may convene and preside over the general meeting
themselves. Prior to the announcement of the resolutions passed at the general meeting, the
shareholding ratio of the convening shareholders shall not be less than ten percent (10%).
Notices of General Meeting
The convener shall notify all shareholders of an annual general meeting by way of
announcement at least twenty-one (21) days prior to the date of the meeting, and shall
notify all shareholders of an extraordinary general meeting by way of announcement at
least fifteen (15) days prior to the date of the meeting.
The notice of a general meeting shall include the following particulars:
(i) the date, venue and duration of the meeting;
(ii) the matters and proposals to be subm itted for consideration at the meeting;
(iii) a prominent statement that all share holders are entitled to attend the general
meeting, and may appoint a proxy in writing to attend and vote at the meeting on
their behalf, and that such proxy need not be a shareholder of the Company;
(iv) the record date for determining the shar eholders entitled to attend the meetings;
(v) the name and telephone number of the permanent contact person for the meeting;
and
APPENDIX IV SUMMARY OF ARTICLES OF ASSOCIATION OF THE COMPANY
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(vi) the time and procedures for voting by way of online or other means;
Resolutions of the General Meeting
Resolutions of the general meeting shall be classified into ordinary resolutions and
special resolutions.
A special resolution shall be passed by more than two-thirds (2/3) of the voting rights
represented by shareholders (including proxies) attending the general meeting.
The following matters shall be approved by way of ordinary resolution at a general
meeting:
(i) the appointment and removal of members of the Board of Directors, as well as
their remuneration and the method of payment;
(ii) the report of the Board of Directors on its work;
(iii) the profit distribution plan and the p lan for making up losses as proposed by the
Board of Directors;
(iv) changes in the use of proceeds raised;
(v) the appointment, remuneration, and dismissal of the accounting firm; and
(vi) other matters that are neither required by laws, administrative regulations, the
securities regulatory rules of the place w here the Company’s shares are listed, nor
by the Articles of Association to be passed by special resolution.
The following matters shall be approved by way of special resolution at a general
meeting:
(i) the increase or reduction of the registered capital of the Company;
(ii) the division, spin-off, merger, dis solution, or liquidation of the Company;
(iii) amendments to the Articles of Association;
(iv) the purchase or sale of significant assets, or provision of guarantees to others
within one year, the value of which exceeds thirty percent (30%) of the Company’s
latest audited total assets;
(v) equity incentive plans; and
(vi) other matters required to be approved by special resolution under laws,
administrative regulations, the securiti es regulatory rules of the place where the
Company’s shares are listed, or the Articles of Association, or other matters that
may have a material impact on the Company as determined by an ordinary
resolution of the general meeting.
APPENDIX IV SUMMARY OF ARTICLES OF ASSOCIATION OF THE COMPANY
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Shareholders (including those attending by proxy) shall exercise their voting rights
according to the number of voting shares they represent, with one vote for each share.
Shares held by the Company shall not carry voting rights and shall not be counted in
the total number of voting shares represented at the general meeting.
In respect of matters concerning connected t ransactions to be considered at a general
meeting, connected shareholders shall ab stain from voting, and the voting rights
represented by such connected shareholders shall not be counted in the total number of
valid votes.
DIRECTORS AND THE BOARD OF DIRECTORS
Directors
Directors shall be elected or replaced by the General Meeting of Shareholders and shall
serve a term of three (3) years. Upon expiration of their term, Directors may be re-elected
and re-appointed.
Directors may concurrently serve as senior management personnel; however, the
number of Directors concurrently holding senior management positions and those serving
as employee representatives shall not in aggregate exceed one-half (1/2) of the total number
of Directors of the Company.
Board of Directors
Directors of the Company shall be natural persons and may include executive
directors, non-executive directors, and independent directors, including at least one
professional accountant.
The Board of Directors of the Company shall consist of seven (7) directors, including
three (3) independent directors and one (1) e mployee representative director. The Board
shall have one (1) Chairman and may have one (1) Vice Chairman.
The Board of Directors shall exercise the f ollowing powers in accordance with the law
and the provisions of the Articles of Association:
(i) to convene general meetings and report to the general meeting on its work;
(ii) to implement resolutions passed by the general meeting;
(iii) to determine the Company’s busin ess plans and investment proposals;
(iv) to formulate the Company’s profit dis tribution plans and plans for making up
losses;
(v) to formulate plans for increasing or reducing the registered capital of the
Company, and for the issuance of bonds or other securities and listing thereof;
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(vi) to formulate significant acquisitio n, share repurchase, merger, division,
dissolution, or change of corporate form proposals of the Company;
(vii) to decide on matters including externa l investment, acquisition or disposal of
assets, asset pledges, external guara ntees, entrusted wealth management,
connected transactions, and donations to external parties within the scope
authorised by the general meeting;
(viii) to determine the organisational structure of the Company’s internal management;
(ix) to appoint or dismiss the general manager, the secretary to the Board of Directors,
and other senior management personnel of the Company, and to determine their
remuneration and disciplinary or reward measures; to appoint or dismiss deputy
general managers, the chief financial officer (financial director), and other senior
management personnel based on the nomination by the general manager, and to
determine their remuneration and d isciplinary or reward measures;
(x) to formulate the fundamental management systems of the Company;
(xi) to formulate proposals for amendm ents to the Articles of Association;
(xii) to manage the Company’s information disclosure affairs;
(xiii) to propose to the general meeting the engagement or replacement of the
accounting firm responsible for auditing the Company;
(xiv) to hear the general manager’s work re ports and evaluate the general manager’s
performance; and
(xv) to exercise other powers as provided by laws, administrative regulations,
departmental rules, the securities regulatory rules of the stock exchange where
the Company’s shares are listed, the Art icles of Association, or as authorised by
the general meeting.
The chairman of the Board shall exercise the following functions and powers:
(i) to preside over the General Meetings and to convene and preside over meetings of
the Board of Directors;
(ii) to supervise and inspect the implementation of the resolutions adopted by the
Board of Directors;
(iii) to exercise the powers of the legal representative of the Company;
(iv) to sign important documents of the Board of Directors and other documents that
shall be signed by the legal representative of the Company;
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(v) in case of emergencies such as extraordinary natural disasters or other force
majeure events, to exercise special disposal powers over Company affairs in
compliance with laws and in the best interest of the Company, and to report to the
Board of Directors and the General Meeting afterwards;
(vi) to sign the shares, corporate bonds, and other securities issued by the Company,
unless otherwise provided by laws, regulations, or the securities regulatory
authorities or stock exchanges in the juri sdiction where the Company’s shares or
GDRs are listed; and
(vii) other powers conferred by the Board of Directors or prescribed by the Articles of
Association.
The Board of Directors shall convene no fewer than two (2) meetings each year, which
shall be convened by the Chairman. Written not ice shall be given to all Directors at least
fourteen (14) days prior to the date of the meeting.
An extraordinary meeting of the Board of Directors shall be convened and presided
over by the Chairman within ten (10) days under any of the following circumstances:
(i) when proposed by shareholders representing more than one-tenth (1/10) of the
voting rights;
(ii) when the Chairman deems it necessary;
(iii) when jointly proposed by more tha n one-third (1/3) of the Directors;
(iv) when jointly proposed by more than one-half (1/2) of the independent Directors;
or
(v) when proposed by the Audit Committee.
Notice of an extraordinary Board meeting sha ll be given to all Directors at least three
(3) days before the meeting is held. In cases of emergency where the meeting must be
convened urgently, notice may be given at any time by telephone or other oral means, and
the time limit for giving notice may be waiv ed. However, the convener shall provide an
explanation at the meeting, which shall be recorded in the meeting minutes.
A meeting of the Board of Directors shall be held only when more than one-half of the
Directors are present. A resolution of the Board shall be adopted only by the affirmative
vote of more than one-half of all Directors, unless otherwise provided by laws, regulations,
or the Articles of Association. Voting on Board resolutions shall follow the principle of one
person, one vote.
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AUDIT COMMITTEE
The Board of Directors shall establish an A udit Committee, which shall exercise the
functions and powers of the Supervisory Board as stipulated under the PRC Company Law.
T h eA u d i tC o m m i t t e es h a l lc o n s i s to ft h r e e( 3 )m e m b e r s ,a l lo fw h o ms h a l lb e
non-executive directors or Independent Directors who do not hold any senior management
positions within the Company. Among them, two (2) shall be Independent Directors, and
the convener shall be an accounting professional selected from among the Independent
Directors.
The Audit Committee shall be responsible for reviewing the Company’s financial
information and its disclosure, supervisin g and assessing internal and external audit
activities, and overseeing internal control. The following matters shall be submitted to the
Board of Directors for consideration only after receiving the approval of more than half of
all members of the Audit Committee:
(i) disclosure of financial information in f inancial reports and periodic reports, and
reports on the evaluation of internal controls;
(ii) engagement or dismissal of the accounting firm responsible for the Company’s
audit;
(iii) appointment or dismissal of the C ompany’s chief financial officer;
(iv) changes in accounting policies or account ing estimates, or correction of material
accounting errors, except where such changes result from amendments to
accounting standards; and
(v) other matters as prescribed by laws, ad ministrative regulations, the CSRC, the
securities regulatory rules of the stock e xchange where the Company’s shares are
listed, and the Articles of Association.
Resolutions of the Audit Committee shall be adopted by a majority vote of its
members.
GENERAL MANAGER
The Company shall have one (1) General Manager, who shall be appointed or
dismissed by resolution of the Board of Directors.
The Company may have several Deputy General Managers, who shall also be
appointed or dismissed by resolution of the Board of Directors
APPENDIX IV SUMMARY OF ARTICLES OF ASSOCIATION OF THE COMPANY
–I V - 1 2–


--- page 456 ---
The General Manager shall be accountable to the Board of Directors and shall exercise
the following functions and powers:
(i) to preside over the Company’s production and operational management, organise
the implementation of resolutions of the Board of Directors, and report to the
B o a r do nt h ee x e c u t i o nt h e r e o f ;
(ii) to organise and implement the Company’s annual business plan and investment
proposals;
(iii) to propose the structure of the Compan y’s internal management organisation;
(iv) to propose the Company’s basic management policies;
(v) to formulate specific rules and regulations of the Company;
(vi) to submit proposals to the Board of Directors regarding the appointment or
dismissal of the Deputy General Managers and financial controller (the chief
financial officer);
(vii) to decide on the appointment or dismissal of managerial personnel other than
those whose appointment or dismissal shall be determined by the Board of
Directors;
(viii)to propose the remuneration, welfar e, rewards, and punishments for Company
staff, and to determine the employment and dismissal of employees;
(ix) to, within the authorization of the Board of Directors and in accordance with the
Articles of Association, sign various contracts, agreements, and other legal
documents related to the Company’s daily operations and business activities on
behalf of the Company; and
(x) other powers conferred by the Articles of Association or by the Board of
Directors.
The General Manager shall attend meetings of the Board of Directors as a non-voting
participant.
SECRETARY TO THE BOARD
The Company shall appoint a Board Secretary, who shall be responsible for organising
the meetings of the General Meeting and th e Board of Directors, keeping relevant
documentation, managing the Company’s shareholder information, and handling matters
related to information disclosure.
The Board Secretary shall comply with the relevant provisions of laws, administrative
regulations, departmental rules, the securi ties regulatory rules of the place where the
Company’s shares are listed, and the Articles of Association.
APPENDIX IV SUMMARY OF ARTICLES OF ASSOCIATION OF THE COMPANY
–I V - 1 3–


--- page 457 ---
BORROWING POWER
T h eA r t i c l e so fA s s o c i a t i o nd on o tc o n t a i nany specific provisions regarding how the
Directors may exercise or delegate the power to borrow. However, the Board of Directors
shall have the authority to make proposals in relation to the issuance of bonds of the
Company.
FINANCIAL AND ACCOUNTING SYSTEM
The Company shall formulate its financial and accounting systems in accordance with
applicable laws, administrative regulati ons, and the requirements of relevant state
authorities.
The Company shall submit and disclose its annual reports to the local office of the
CSRC and the stock exchange within four (4) mo nths after the end of each fiscal year. The
Company shall submit and disclose its interim report to the local office of the CSRC and
the stock exchange within two (2) months after the end of the first half of each fiscal year.
The aforementioned annual and interim reports shall be prepared in accordance with
the relevant laws, administrative regulation s, rules of the CSRC, and the regulations of the
stock exchange where the Company’s shares are listed.
PROFIT DISTRIBUTION
The Company shall attach importance to providing reasonable returns to investors,
particularly minority shareholders. On the premise of meeting the funding requirements for
normal business operations, the Company shall formulate a shareholder return plan and
implement a continuous and stable profit distribution policy.
Provided that the conditions for profit d istribution are met, the Company shall
distribute profits once per year. The Company may also conduct interim dividends based on
its profitability and capital needs. The specifi c form and distribution ratio shall be proposed
by the Board of Directors based on the Company’s operating conditions and relevant
regulations, and submitted to the General Meeting for approval.
Profit distribution may take the form of cash, shares, or a combination of both. On the
premise of ensuring the Company’s normal operations, cash dividends shall be the preferred
method of profit distribution. Where the cond itions for cash dividends are satisfied, the
Company shall distribute profits by way of cash dividends.
INTERNAL AUDIT
The Company shall implement an internal audit system. The internal audit department
of the Company shall conduct supervision and inspection of the Company’s business
activities, risk management, internal control, financial information, and other relevant
matters.
APPENDIX IV SUMMARY OF ARTICLES OF ASSOCIATION OF THE COMPANY
–I V - 1 4–


--- page 458 ---
The internal audit system of the Company shall be implemented upon approval by the
Board of Directors and shall be disclosed to the public. The internal audit department shall
be accountable to the Board of Directors.
DISSOLUTION AND LIQUIDATION OF THE COMPANY
The Company may be dissolved for any of the following reasons:
(i) the expiry of the business term specified in the Articles of Association or the
occurrence of any other dissolution event as stipulated therein;
(ii) a resolution on dissolution adopted by the General Meeting;
(iii) dissolution required due to merger or division of the Company;
(iv) revocation of the Company’s business licence, an order for closure, or the
Company being deregistered in accordance with the law; or
(v) where the Company experiences signi ficant difficulties in its operation and
management, and continuation would cause substantial loss to shareholders’
interests, and such issues cannot be resolved by other means, shareholders holding
ten percent (10%) or more of the total voting rights may petition the People’s
Court to dissolve the Company.
Where dissolution is caused by subparagraphs (i) or (ii) above, and the Company has
not yet distributed its assets to shareholders, it may continue to exist by amending the
Articles of Association or upon resolution of the General Meeting.
If the Company is dissolved pursuant to items (i), (ii), (iv), or (v) above, it shall
proceed with liquidation. The directors shall act as the liquidation obligors and shall form a
liquidation committee within fifteen (15) days from the occurrence of the dissolution event.
The liquidation committee shall be composed of the directors unless otherwise stipulated by
the Articles of Association or resolved by the General Meeting to appoint other persons.
Where no liquidation committee is formed within the prescribed time limit, creditors
may apply to the People’s Court to designate relevant personnel to form a liquidation
committee.
The liquidation committee shall notify the creditors within ten (10) days from the date
of its formation and shall publish an announcement in a provincial or higher-level
newspaper or through the National Enterprise Credit Information Publicity System within
sixty (60) days. Creditors shall declare their claims to the liquidation committee within
thirty (30) days from receipt of the notice, or within forty-five (45) days from the date of
announcement if they did not receive notice.
APPENDIX IV SUMMARY OF ARTICLES OF ASSOCIATION OF THE COMPANY
–I V - 1 5–


--- page 459 ---
If, after verifying the Company’s assets, balance sheet, and asset inventory, the
liquidation committee discovers that the Company’s assets are insufficient to cover its
debts, it shall apply to the People’s Court for b ankruptcy liquidation in accordance with the
law.
Upon acceptance of the bankruptcy application by the Court, the liquidation
committee shall transfer the liquidation matters to the bankruptcy administrator
appointed by the Court.
Upon completion of the liquidation, the liquidation committee shall prepare a
liquidation report for confirmation by the General Meeting or the Court and submit it to
the Company’s registration authority to apply for deregistration.
AMENDMENTS TO THE ARTICLES OF ASSOCIATION
The Company shall amend its Articles of Association under any of the following
circumstances:
(i) where, following an amendment the PRC Company Law or relevant laws and
administrative regulations, any provisions of the Articles of Association conflicts
with such amended laws or regulations;
(ii) where changes occur in the Company’s circumstances, rendering any provision of
the Articles of Association inconsis tent with the actual situation; or
(iii) where the General Meeting r esolves to make an amendment.
APPENDIX IV SUMMARY OF ARTICLES OF ASSOCIATION OF THE COMPANY
–I V - 1 6–


--- page 460 ---
(A) FURTHER INFORMATION ABOUT OUR GROUP
1 Incorporation
Our Company was established as a limited liability company under the laws of the
PRC on 17 September 2003, and was converted into a joint stock limited company on 3
September 2008. Our Company completed the listing of our A Shares on ChiNext of
the Shenzhen Stock Exchange under the sto ck code 300568 in December 2016 and the
GDR Offering on SIX Swiss Exchange unde r the stock symbol SENIOR in December
2023.
Our Company has established a place of business in Hong Kong at 40/F, Dah Sing
Financial Centre, No. 248 Queen’s Road, East Wan Chai, Hong Kong, and was
registered as a non-Hong Kong company in Hong Kong under Part 16 of the
Companies Ordinance on 11 July 2025. The p lace of business of our Company in Hong
Kong has been changed to 31/F, Tower Two, Times Square, 1 Matheson Street,
Causeway Bay, Hong Kong from 18 May 2026. Mr. Chow Tsz Ho has been appointed
as our agent for the acceptance of service of process and notices on behalf of our
C o m p a n yi nH o n gK o n g .
As the Company was incorporated in the PRC, its operations are subject to the
relevant laws and regulations of the PRC. A summary of the relevant aspects of laws
and regulations of the PRC and the Articles of Association is set out in ‘‘ Regulatory
Overview ’’ and Appendix IV to this prospectus, respectively.
2 Changes in Share Capital of our Company
Save as disclosed in ‘‘ History and Corporate Structure ’’ in this prospectus, there
has been no alteration in the share capital of our Company within the two years
immediately preceding the date of this prospectus.
3 Changes in Share Capital of our Subsidiaries
There has been no alteration in the share capital of our subsidiaries within the two
years immediately preceding the date of this prospectus.
4 Resolutions Passed by Our Shareholders’ General Meeting in Relation to the Global
Offering
At the annual general meeting of the Shareholders held on 21 May 2025, the
following resolutions, among other things, were duly passed:
(a) the issue by the Company of H Shares with a 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 shall not exceed 15% of the enlarged
share capital of our Company upon completion of the Global Offering;
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 1–


--- page 461 ---
(c) subject to the completion of the Global Offering, the Articles of Association
has been approved and adopted, which shall only become effective on the
Listing Date, and our Board has been authorised to amend the Articles of
Association in accordance with any comments from the Stock Exchange and
the relevant PRC regulatory authorities; and
(d) authorising our Board and its authorised persons to handle all relevant
matters relating to, among other things, the Global Offering, the issue of H
Shares and the Listing.
(B) FURTHER INFORMATION ABOUT OUR BUSINESS
1 Summary of Material Contracts
The following are contracts (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) the cornerstone investment agreemen t dated 11 June 2026 entered into among
the Company, Fullgoal Fund Management Co., Ltd. and China Securities
(International) Corporate Finance Company Limited with respect to a
subscription of H Shares at the Offer Price in the aggregate amount of Hong
Kong dollar equivalent of US$7.70 millio n (excluding brokerage fee, the SFC
transaction levy, the Stock Exchange trading fee and the AFRC transaction
levy);
(b) the cornerstone investment agreemen t dated 11 June 2026 entered into among
the Company, GF Fund Management Co., Ltd. ( 廣發基金管理有限公司)a n d
China Securities (International) Co rporate Finance Company Limited with
respect to a subscription of H Shares at the Offer Price in the aggregate
amount of Hong Kong dolla r equivalent of US$3.25 million (excluding
brokerage fee, the SFC transaction levy, the Stock Exchange trading fee and
the AFRC transaction levy);
(c) the cornerstone investment agreemen t dated 11 June 2026 entered into among
the Company, GF International Investment Management Limited ( 廣發國際
資產管理有限公司) and China Securities (International) Corporate Finance
Company Limited with respect to a su bscription of H Shares at the Offer
Price in the aggregate amount of Hong Kong dollar equivalent of US$3.25
million (excluding brokerage fee, th e SFC transaction levy, the Stock
Exchange trading fee and the AFRC transaction levy);
(d) the cornerstone investment agreemen t dated 11 June 2026 entered into among
the Company, TAIKANG LIFE INSURANCE CO., LTD ( 泰康人壽保險有
限責任公司) and China Securities (International) Corporate Finance
Company Limited with respect to a su bscription of H Shares at the Offer
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 2–


--- page 462 ---
Price in the aggregate amount of Hong Kong dollar equivalent of US$6.50
million (excluding brokerage fee, th e SFC transaction levy, the Stock
Exchange trading fee and the AFRC transaction levy);
(e) the cornerstone investment agreemen t dated 11 June 2026 entered into among
the Company, HARVEST INTERNATIONAL PREMIUM VALUE
(SECONDARY MARKET) FUND SPC acting on behalf of and for
HARVEST SYNERGY SP and China Securities (International) Corporate
Finance Company Limited with respect to a subscription of H Shares at the
Offer Price in the aggregate amou nt of HK$44.65 million (including
brokerage fee, the SFC transaction l evy, the Stock Exchange trading fee
a n dt h eA F R Ct r a n s a c t i o nl e v y ) ;
(f) the cornerstone investment agreemen t dated 11 June 2026 entered into among
the Company, SPRINGS CAPITAL ( HONG KONG) LIMITED, and China
Securities (International) Corporate Finance Company Limited with respect
to a subscription of H Shares at the O ffer Price in the aggregate amount of
HK$50.00 million (excluding brokerage fe e, the SFC transaction levy, the
Stock Exchange trading fee and the AFRC transaction levy);
(g) the cornerstone investment agreemen t dated 11 June 2026 entered into among
the Company, CICC FINANCIAL TRADING LIMITED and China
Securities (International) Corporate Finance Company Limited, pursuant
to which CICC FINANCIAL TRADING L IMITED has agreed to subscribe
for H Shares at the Offer Price in the aggregate amount of Hong Kong dollar
equivalent of US$3.00 million (excludin g brokerage fee, the SFC transaction
levy, the Stock Exchange trading fee and the AFRC transaction levy) and
hold such H Shares on a non-discretionary basis to hedge a series of cross
border delta-one OTC swap transact ions entered into by CICC FINANCIAL
TRADING LIMITED, China Internatio nal Capital Corporation Limited
and Gaoteng Enterprise Management Co., Ltd. ( 珠海市高騰企業管理股份有
限公司);
(h) the cornerstone investment agreemen t dated 11 June 2026 entered into among
the Company, Sunwoda Treasury (Hong Kong) Limited ( 欣旺達財資（香港）
有限公司) and China Securities (Internatio nal) Corporate Finance Company
Limited with respect to a subscription of H Shares at the Offer Price in the
aggregate amount of Hong Kong dolla r equivalent of RMB20.00 million
(excluding brokerage fee, the SFC transaction levy, the Stock Exchange
trading fee and the AFRC transaction levy);
(i) the cornerstone investment agreemen t dated 11 June 2026 entered into among
the Company, JINKOSOLAR INVESTMENT LIMITED ( 晶科能源投資有
限公司) and China Securities (International) Corporate Finance Company
Limited with respect to a subscription of H Shares at the Offer Price in the
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 3–


--- page 463 ---
aggregate amount of HK$40.00 millio n (excluding brokerage fee, the SFC
transaction levy, the Stock Exchange trading fee and the AFRC transaction
levy);
(j) the cornerstone investment agreemen t dated 11 June 2026 entered into among
the Company, Mondeomax Limited and China Securities (International)
Corporate Finance Company Limited with respect to a subscription of H
Shares at the Offer Price in the aggr egate amount of HK$100.00 million
(including brokerage fee, the SFC transaction levy, the Stock Exchange
trading fee and the AFRC transaction levy);
(k) the cornerstone investment agreemen t dated 11 June 2026 entered into among
the Company, Bona Star Consultant Limited and China Securities
(International) Corporate Finance Company Limited with respect to a
subscription of H Shares at the Offer Price in the aggregate amount of
HK$75.00 million (excluding brokerage fe e, the SFC transaction levy, the
Stock Exchange trading fee and the AFRC transaction levy);
(l) the cornerstone investment agreemen t dated 11 June 2026 entered into among
the Company, SINSANWA HOLDINGS (H.K.) CO., LIMITED ( 深三和集
團（香港）有限公司) and China Securities (International) Corporate Finance
Company Limited with respect to a su bscription of H Shares at the Offer
Price in the aggregate amount of HK$50.00 million (excluding brokerage fee,
the SFC transaction levy, the Stock Exchange trading fee and the AFRC
transaction levy);
(m) the cornerstone investment agreemen t dated 11 June 2026 entered into among
the Company, SHEEN NATION HOLDINGS LIMITED and China
Securities (International) Corporate Finance Company Limited with
respect to a subscription of H Shares at the Offer Price in the aggregate
amount of Hong Kong dolla r equivalent of US$3.00 million (excluding
brokerage fee, the SFC transaction levy, the Stock Exchange trading fee and
the AFRC transaction levy);
(n) the cornerstone investment agreemen t dated 11 June 2026 entered into among
the Company, Mr. Chen Feng ( 陳峰) and China Securities (International)
Corporate Finance Company Limited with respect to a subscription of H
Shares at the Offer Price in the aggregate amount of Hong Kong dollar
equivalent of US$2.00 million (excludin g brokerage fee, the SFC transaction
levy, the Stock Exchange trading fee and the AFRC transaction levy); and
(o) the Hong Kong Underwriting Agreement.
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 4–


--- page 464 ---
2 Intellectual Property Rights
(a) Trademarks
As at the Latest Practicable Date, we had registered the following trademarks
which we consider to be or may be material to our business:
No. Trademark
Registered
Owner
Place of
Registration Class
Registration
Number Expiry Date
1.
 Our Company PRC 1 8834157 13 March
2032
2.
 Our Company PRC 7 8834190 27 November
2031
3.
 Our Company PRC 17 8834313 13 August
2032
4.
 Our Company PRC 17 11226060 6 February
2035
5.
 Our Company PRC 17 6238397 13 March
2030
6.
 Our Company PRC 17 6395194 20 March
2030
7.
 Our Company PRC 35 8834243 20 November
2032
8.
 Our Company PRC 40 8834287 27 December
2031
9.
 Our Company PRC 10 45390927 6 June 2031
10.
 Our Company PRC 24 45390936 6 November
2032
(b) Patents
As at the Latest Practicable Date, we had registered the following patents in
the PRC which we consider to be or may be material to our business:
No. Patent Registered Owner Type Patent Number Application Date Expiry Date
1 A polyolefin microporous membrane
preparation method ( 一種聚烯烴微孔
膜製備方法)
Our Company Invention
patent
200910109633.5 16 November 2009 15 November 2029
2 A method of preparing polyolefin
microporous membrane with
uniform structure ( 一種結構均勻的聚
烯烴微孔膜製備方法)
Our Company Invention
patent
200910109634.X 16 November 2009 15 November 2029
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 5–


--- page 465 ---
No. Patent Registered Owner Type Patent Number Application Date Expiry Date
3 Method of regulating the formation of a
polyolefin microporous membrane
and formation of a lithium battery
diaphragm ( 調控聚烯烴微孔膜形成的
方法和鋰電池隔膜的形成方法)
Our Company Invention
patent
200910189917.X 28 August 2009 27 August 2029
4 A method of preparing a polyolefin
microporous membrane with
symmetric upper and lower surface
structures ( 一種上下表面結構對稱的
聚烯烴微孔膜製備方法)
Our Company Invention
patent
200910109637.3 16 November 2009 15 November 2029
5 Method of forming polypropylene flake
crystals and flake crystal type
polypropylene products ( 聚丙烯片晶
的形成方法和片晶型聚丙烯製品)
Our Company Invention
patent
200910110691.X 21 October 2009 20 October 2029
6 Polyolefin microporous membrane
preparation method and its
application ( 聚烯烴微孔膜製備方法及
其應用)
Our Company Invention
patent
201010542557.X 12 November 2010 11 November 2030
7 Polyolefin microporous membrane
preparation method and its
application ( 聚烯烴微孔膜製備方法及
其應用)
Our Company Invention
patent
10–2013–7014611 27 December 2010 26 December 2030
8 A ceramic coated diaphragm and its
preparation method( 一種陶瓷塗覆隔
膜及其製備方法)
Foshan Senior Invention
patent
201110438784.2 23 December 2011 22 December 2031
9 Composite barrier film and its
formation method ( 複合隔離膜及其
形成方法)
Our Company Invention
patent
201110260066.0 5 September 2011 4 September 2031
10 A kind of composite diaphragm and its
preparation method ( 一種複合隔膜及
其製備方法)
Our Company Invention
patent
201310482147.4 15 October 2013 14 October 2033
11 A kind of polymer inorganic coating
lithium ion battery diaphragm and
its preparation method ( 一種高分子
無機塗層鋰離子電池隔膜及其製備方
法)
Our Company Invention
patent
201310675019.1 10 December 2013 9 December 2033
12 A kind of coated composite diaphragm
and its preparation method ( 一種塗
層複合隔膜及其製備方法)
Our Company Invention
patent
201310554806.0 7 November 2013 6 November 2033
13 A method of preparing a microporous
diaphragm and a microporous
diaphragm ( 一種微孔隔膜的製備方法
及微孔隔膜)
Our Company Invention
patent
201310671834.0 10 December 2013 9 December 2033
14 A preparation method of high–strength
microporous lithium–ion battery
diaphragm and battery diaphragm
(一種高強度微孔鋰離子電池隔膜的製
備方法及電池隔膜)
Our Company Invention
patent
201310671838.9 10 December 2013 9 December 2033
15 Method of preparing ultra–thin
high–strength polyolefin
microporous membrane and
polyolefin microporous membrane
(超薄高強聚烯烴微孔膜的製備方法及
聚烯烴微孔膜)
Our Company Invention
patent
201410168426.8 23 April 2014 22 April 2034
16 High solid content aqueous ceramic
paste for lithium ion battery
separator and its processing method
(鋰離子電池隔膜的高固含量水性陶瓷
漿料及其加工方法)
Our Company Invention
patent
201410670329.9 20 November 2014 19 November 2034
17 Cooling method for lithium ion battery
diaphragm casting process ( 用於鋰離
子電池隔膜流延工序的冷卻方法)
Our Company Invention
patent
201510012761.3 8 January 2015 7 January 2035
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 6–


--- page 466 ---
No. Patent Registered Owner Type Patent Number Application Date Expiry Date
18 Preparation method of a high safety
multilayer lithium battery separator
(一種高安全性的多層鋰電池隔膜的製
備方法)
Our Company Invention
patent
201510366657.4 26 June 2015 25 June 2035
19 Preparation method of a
high–performance inter–hole coated
diaphragm ( 一種高性能孔間塗覆隔膜
的製備方法)
Our Company Invention
patent
201510623927.5 25 September 2015 24 September 2035
20 A dry unidirectional stretch diaphragm
and its preparation method ( 一種乾
法單向拉伸隔膜及其製備方法)
Our Company Invention
patent
201510736830.5 3 November 2015 2 November 2035
21 A heat treatment method for dry lithium
diaphragms ( 一種針對乾法鋰電隔膜
的熱處理方法)
Our Company Invention
patent
201510737504.6 3 November 2015 2 November 2035
22 A dry unidirectional stretch diaphragm
with uniform pore formation and its
preparation method ( 一種成孔均勻的
乾
法單向拉伸隔膜及其製備方法)
Our Company Invention
patent
201510998677.3 28 December 2015 27 December 2035
23 A highly elastic ion–conducting coating
slurry and its lithium–ion battery
diaphragm preparation method ( 一
種高彈性導離子塗層漿料及其鋰離子
電池隔膜製備方法)
Our Company Invention
patent
201511003728.0 28 December 2015 27 December 2035
24 A kind of poly–4–methyl–1–pentene
lithium ion battery diaphragm and
its preparation method ( 一種聚4–甲
基–1–戊烯鋰離子電池隔膜及其製備方
法)
Our Company Invention
patent
201511030230.3 31 December 2015 30 December 2035
25 A kind of boehmite for lithium battery
diaphragm coating and its
hydrothermal preparation method
(一種鋰電池隔膜塗層用勃姆石及其水
熱製備方法
)
Our Company Invention
patent
201610512184.9 30 June 2016 29 June 2036
26 A method of preparing a porous
polyethylene film ( 一種多孔聚乙烯膜
的製備方法)
Our Company Invention
patent
201610953135.9 3 November 2016 2 November 2036
27 A method of preparing a polyolefin
microporous membrane ( 一種聚烯烴
微孔膜的製備方法)
Our Company Invention
patent
201611090422.8 1 December 2016 30 November 2036
28 A multilayer microporous membrane
and its preparation method ( 一種多
層微孔膜及其製備方法)
Our Company Invention
patent
201611257600.1 30 December 2016 29 December 2036
29 A preparation method of lithium–ion
battery diaphragm ( 一種鋰離子電池
隔膜的製備方法)
Our Company Invention
patent
201611222663.3 27 December 2016 26 December 2036
30 A lithium ion battery coated diaphragm
and its preparation method ( 一種鋰
離子電池塗覆隔膜及其製備方法)
Our Company Invention
patent
201611225191.7 27 December 2016 26 December 2036
31 A method of preparing a structurally
uniform microporous membrane for
lithium ion batteries ( 一種結構均勻
的鋰離子電池微孔膜的製備方法)
Our Company Invention
patent
201710315455.6 8 May 2017 7 May 2037
32 Multi-core/single-shell structure gel
polymer-coated diaphragm and
manufacturing method thereof ( 一種
多核–單殼結構凝膠聚合物塗覆隔膜及
其製備方法)
Our Company Invention
patent
201710445470.2 13 June 2017 12 June 2037
33 Multi-core-single-shell structure of a gel
polymer coated separator and
lithium-ion battery ( 多核–單殼結構
凝膠聚合物塗覆隔膜及鋰離子電池)
Our Company Invention
patent
15/683674 22 August 2017 25 August 2038
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 7–


--- page 467 ---
No. Patent Registered Owner Type Patent Number Application Date Expiry Date
34 Multi-core-single-shell structure of a gel
polymer coated separator and
lithium-ion battery ( 多核–單殼結構
凝膠聚合物塗覆隔膜及鋰離子電池)
Our Company,
SENIOR
MATERIAL
(EUROPE) AB
Invention
patent
18793160.5 11 May 2018 10 May 2038
35 Multi-core/single-shell structure gel
polymer-coated diaphragm, and
manufacturing method and use
thereof ( 一種多核–單殼結構凝膠聚合
物塗覆隔膜及其製備方法與應用)
Our Company,
SENIOR
MATERIAL
(EUROPE) AB
Invention
patent
PL18793160T 11 May 2018 10 May 2038
36 Multi-core/single-shell structure gel
polymer-coated diaphragm, and
manufacturing method and use
thereof ( 一種多核–單殼結構凝膠聚合
物塗覆隔膜及其製備方法與應用)
Our Company,
SENIOR
MATERIAL
(EUROPE) AB
Invention
patent
HUE18793160A 11 May 2018 10 May 2038
37 Multi-core/single-shell structure gel
polymer-coated diaphragm, and
manufacturing method and use
thereof ( 一種多核–單殼結構凝膠聚合
物塗覆隔膜及其製備方法與應用)
Our Company,
SENIOR
MATERIAL
(EUROPE) AB
Invention
patent
GB18793160.5 11 May 2018 10 May 2038
38 Multi-core/single-shell structure gel
polymer-coated diaphragm, and
manufacturing method and use
thereof ( 一種多核–單殼結構凝膠聚合
物塗覆隔膜及其製備方法與應用)
Our Company,
SENIOR
MATERIAL
(EUROPE) AB
Invention
patent
IT18793160.5 11 May 2018 10 May 2038
39 Multi-core/single-shell structure gel
polymer-coated diaphragm, and
manufacturing method and use
thereof ( 一種多核–單殼結構凝膠聚合
物塗覆隔膜及其製
備方法與應用)
Our Company,
SENIOR
MATERIAL
(EUROPE) AB
Invention
patent
NO18793160.5 11 May 2018 10 May 2038
40 Multi-core/single-shell structure gel
polymer-coated diaphragm, and
manufacturing method and use
thereof ( 一種多核–單殼結構凝膠聚合
物塗覆隔膜及其製備方法與應用)
Our Company,
SENIOR
MATERIAL
(EUROPE) AB
Invention
patent
SE18793160.5 11 May 2018 10 May 2038
41 Multi-core/single-shell structure gel
polymer-coated diaphragm, and
manufacturing method and use
thereof ( 一種多核–單殼結構凝膠聚合
物塗覆隔膜及其製備方法與應用)
Our Company,
SENIOR
MATERIAL
(EUROPE) AB
Invention
patent
FR18793160.5 11 May 2018 10 May 2038
42 Multi-core/single-shell structure gel
polymer-coated diaphragm, and
manufacturing method and use
thereof ( 一種多核–單殼結構凝膠
聚合
物塗覆隔膜及其製備方法與應用)
Our Company,
SENIOR
MATERIAL
(EUROPE) AB
Invention
patent
DK2018793160T 11 May 2018 10 May 2038
43 Multi-core/single-shell structure gel
polymer-coated diaphragm, and
manufacturing method and use
thereof ( 一種多核–單殼結構凝膠聚合
物塗覆隔膜及其製備方法與應用)
Our Company,
SENIOR
MATERIAL
(EUROPE) AB
Invention
patent
FI2018793160T 11 May 2018 10 May 2038
44 Multi-core/single-shell structure gel
polymer-coated diaphragm, and
manufacturing method and use
thereof ( 一種多核–單殼結構凝膠聚合
物塗覆隔膜及其製備方法與應用)
Our Company,
SENIOR
MATERIAL
(EUROPE) AB
Invention
patent
DE18793160.5 11 May 2018 10 May 2038
45 Multi-core/single-shell structure gel
polymer-coated diaphragm, and
manufacturing method and use
thereof ( 一
種多核–單殼結構凝膠聚合
物塗覆隔膜及其製備方法與應用)
Our Company,
SENIOR
MATERIAL
(EUROPE) AB
Invention
patent
CH18793160.5 11 May 2018 10 May 2038
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 8–


--- page 468 ---
No. Patent Registered Owner Type Patent Number Application Date Expiry Date
46 Multi-core/single-shell structure gel
polymer-coated diaphragm, and
manufacturing method and use
thereof ( 一種多核–單殼結構凝膠聚合
物塗覆隔膜及其製備方法與應用)
Our Company Invention
patent
2018–557138 11 May 2018 10 May 2038
47 Multi-core/single-shell structure gel
polymer-coated diaphragm, and
manufacturing method and use
thereof ( 一種多核–單殼結構凝膠聚合
物塗覆隔膜及其製備方法與應用)
Our Company Invention
patent
10–2018–7031544 11 May 2018 10 May 2038
48 Preparation method of a multilayer
microporous membrane for lithium
ion batteries ( 一種鋰離子電池用多層
微孔膜的製備方法)
Our Company Invention
patent
201710315488.0 8 May 2017 7 May 2037
49 A preparation method of ceramic and
polymer composite coated lithium
ion diaphragm ( 一種陶瓷和
聚合物複
合塗覆鋰離子隔膜及其製備方法)
Our Company Invention
patent
201710470496.2 20 June 2017 19 June 2037
50 A preparation method of ceramic and
polymer composite coated lithium
ion diaphragm ( 一種陶瓷和聚合物複
合塗覆鋰離子隔膜及其製備方法)
Our Company Invention
patent
17895498.8 29 December 2017 28 December 2037
51 A preparation method of ceramic and
polymer composite coated lithium
ion diaphragm ( 一種陶瓷和聚合物複
合塗覆鋰離子隔膜及其製備方法)
Our Company Invention
patent
PL2017895498T 29 December 2017 28 December 2037
52 A preparation method of ceramic and
polymer composite coated lithium
ion diaphragm ( 一種陶瓷和聚合物複
合塗覆鋰離子隔膜及其
製備方法)
Our Company Invention
patent
DE602017047751 29 December 2017 28 December 2037
53 A preparation method of ceramic and
polymer composite coated lithium
ion diaphragm ( 一種陶瓷和聚合物複
合塗覆鋰離子隔膜及其製備方法)
Our Company Invention
patent
NO3644404 29 December 2017 28 December 2037
54 A preparation method of ceramic and
polymer composite coated lithium
ion diaphragm ( 一種陶瓷和聚合物複
合塗覆鋰離子隔膜及其製備方法)
Our Company Invention
patent
IT502021000092888 29 December 2017 28 December 2037
55 A preparation method of ceramic and
polymer composite coated lithium
ion diaphragm ( 一種陶瓷和聚合物複
合塗覆鋰離子隔膜及其製備方法)
Our Company Invention
patent
17895498.8 29 December 2017 28 December 2037
56 A preparation method of ceramic and
polymer composite coated lithium
ion diaphragm ( 一
種陶瓷和聚合物複
合塗覆鋰離子隔膜及其製備方法)
Our Company Invention
patent
HUE17895498 29 December 2017 28 December 2037
57 A preparation method of ceramic and
polymer composite coated lithium
ion diaphragm ( 一種陶瓷和聚合物複
合塗覆鋰離子隔膜及其製備方法)
Our Company Invention
patent
17895498.8 29 December 2017 28 December 2037
58 A preparation method of ceramic and
polymer composite coated lithium
ion diaphragm ( 一種陶瓷和聚合物複
合塗覆鋰離子隔膜及其製備方法)
Our Company Invention
patent
17895498.8 29 December 2017 28 December 2037
59 A preparation method of ceramic and
polymer composite coated lithium
ion diaphragm ( 一種陶瓷和聚合物複
合塗覆鋰離子隔膜及其製備方法)
Our Company Invention
patent
2018–542702 29 December 2017 28 December 2037
60 A preparation method of ceramic and
polymer composite coated lithium
ion diaphragm ( 一種陶瓷和聚合物複
合塗覆鋰離子隔膜及其製備方法)
Our Company Invention
patent
16/078188 29 December 2017 19 July 2038
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 9–


--- page 469 ---
No. Patent Registered Owner Type Patent Number Application Date Expiry Date
61 Dry unidirectional stretching process for
lithium–ion battery separators,
lithium–ion battery separators and
lithium–ion battery ( 鋰離子電池隔膜
的乾法單向拉伸工藝、鋰離子電池隔
膜和鋰離子電池)
Our Company Invention
patent
201710741025.0 25 August 2017 24 August 2037
62 A multilayer composite film and its
preparation method ( 一種多層複合膜
及其製備方法)
Our Company Invention
patent
201711347873.X 14 December 2017 13 December 2037
63 A composite lithium battery separator
and its preparation method ( 一種複
合鋰電池隔膜及其製備方法)
Our Company Invention
patent
201880000766.6 26 June 2018 25 June 2038
64 A composite lithium battery separator
and its preparation method ( 一種複
合鋰電池隔膜及其製備方法)
Our Company Invention
patent
2020–570121 26 June 2018 25 June 2038
65 A composite lithium battery separator
and its preparation method (
一種複
合鋰電池隔膜及其製備方法)
Our Company Invention
patent
10–2021–7002501 26 June 2018 25 June 2038
66 A composite lithium battery separator
and its preparation method ( 一種複
合鋰電池隔膜及其製備方法)
Our Company Invention
patent
17/254,870 26 June 2018 29 April 2040
67 A kind of battery, battery diaphragm
and its preparation method ( 一種電
池、電池隔膜及其製備方法)
Our Company Invention
patent
201810471842.3 16 May 2018 15 May 2038
68 A kind of battery, battery diaphragm
and its preparation method ( 一種電
池、電池隔膜及其製備方法)
Our Company,
Jiangsu Senior
Invention
patent
10–2020–7024767 6 May 2019 5 May 2039
69 A kind of battery, and battery
diaphragm and manufacturing
method therefor ( 一種電池、電池隔
膜及其製備方法)
Our Company,
Jiangsu Senior
Invention
patent
19802545.4 6 May 2019 5 May 2039
70 A kind of battery, and battery
diaphragm and manufacturing
method therefor ( 一種電池、電池隔
膜及其製備方法)
Our Company,
Jiangsu Senior
Invention
patent
DE602019056199 6 May 2019 5 May 2039
71 A kind of battery, and battery
diaphragm and manufacturing
method therefor ( 一種電池、電池隔
膜及其製備方法)
Our Company,
Jiangsu Senior
Invention
patent
DK2019802545T 6 May 2019 5 May 2039
72 A kind of battery, and battery
diaphragm and manufacturing
method therefor ( 一種電池、電池隔
膜及其製備方法)
Our Company,
Jiangsu Senior
Invention
patent
FI2019802545T 6 May 2019 5 May 2039
73 A kind of battery, and battery
diaphragm and manufacturing
method therefor ( 一種電池、電池隔
膜及其製備方法)
Our Company,
Jiangsu Senior
Invention
patent
HUE19802545 6 May 2019 5 May 2039
74 A kind of battery, and battery
diaphragm and manufacturing
method therefor ( 一種電池、電池隔
膜及其製備方法)
Our Company,
Jiangsu Senior
Invention
patent
IT502024000044569 6 May 2019 5 May 2039
75 A kind of battery, and battery
diaphragm and manufacturing
method therefor ( 一種電池、電池隔
膜及其製備方法)
Our Company,
Jiangsu Senior
Invention
patent
NO3796418 6 May 2019 5 May 2039
76 A kind of battery, and battery
diaphragm and manufacturing
method therefor ( 一種電池、電池隔
膜及其製備方法)
Our Company,
Jiangsu Senior
Invention
patent
PL2019802545T 6 May 2019 5 May 2039
77 A kind of battery, and battery
diaphragm and manufacturing
method therefor ( 一種電池、電池隔
膜及其製備方法)
Our Company,
Jiangsu Senior
Invention
patent
19802545.4 6 May 2019 5 May 2039
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 1 0–


--- page 470 ---
No. Patent Registered Owner Type Patent Number Application Date Expiry Date
78 A kind of battery, and battery
diaphragm and manufacturing
method therefor ( 一種電池、電池隔
膜及其製備方法)
Our Company,
Jiangsu Senior
Invention
patent
19802545.4 6 May 2019 5 May 2039
79 A kind of battery, and battery
diaphragm and manufacturing
method therefor ( 一種電池、電池隔
膜及其製備方法)
Our Company,
Jiangsu Senior
Invention
patent
19802545.4 6 May 2019 5 May 2039
80 A kind of battery, and battery
diaphragm and manufacturing
method therefor ( 一種電池、電池隔
膜及其製備方法)
Our Company,
Jiangsu Senior
Invention
patent
19802545.4 6 May 2019 5 May 2039
81 Coating solutions for lithium–ion
batteries, lithium–ion battery
separators and lithium–ion batteries
(用於鋰離子電池的塗佈液、鋰離子電
池隔膜和鋰離子電池)
Our Company Invention
patent
202111662828.X 31 August 2018 30 August 2038
82 Coating solutions for lithium–ion
batteries, lithium–ion battery
separators and lithium–ion batteries
(用於鋰離子電池的塗佈液、鋰離子電
池隔膜和鋰離子電池)
Our Company,
Jiangsu Senior
Invention
patent
2020–567128 23 May 2019 22 May 2039
83 Coating solutions for lithium–ion
batteries, lithium–ion battery
separators and lithium–ion batteries
(用於鋰離子電池的塗佈液、鋰離子電
池隔膜和鋰離子電池)
Our Company,
Jiangsu Senior
Invention
patent
10–2020–7036390 23 May 2019 22 May 2039
84 Coating solutions for lithium–ion
batteries, lithium–ion battery
separators and lithium–ion batteries
(用於鋰離子電池的塗佈液、鋰離子電
池隔膜和鋰離子電池)
Our Company Invention
patent
201811012528.5 31 August 2018 30 August 2038
85 A kind of functional diaphragm and its
preparation method ( 一種功能隔膜及
其製備方法)
Our Company Invention
patent
201811431335.3 26 November 2018 25 November 2038
86 A ceramic slurry and ceramic coated
diaphragm ( 一種陶瓷漿料和陶瓷塗覆
隔膜)
Our Company Invention
patent
201910725125.3 7 August 2019 6 August 2039
87 Diaphragms, their manufacturing
methods, and batteries ( 隔膜及其製
造方法以及電池)
Our Company Invention
patent
201910416813.1 20 May 2019 19 May 2039
88 A multilayer polypropylene microporous
membrane and its preparation
method and application ( 一種多層聚
丙烯微孔膜及其製備方法和應用)
Our Company Invention
patent
202010786045.1 6 August 2020 5 August 2040
89 Coating paste for lithium ion battery
diaphragm and its preparation
method, lithium ion battery
diaphragm, and lithium ion battery
(鋰離子電池隔膜用塗覆漿料及其
製備
方法、鋰離子電池隔膜以及鋰離子電
池)
Our Company Invention
patent
202010692483.1 17 July 2020 16 July 2040
90 Compositions, composite diaphragms
and preparation methods thereof,
and lithium ion batteries ( 組合物、
複合隔膜及其製備方法以及鋰離子電
池)
Our Company Invention
patent
2022–549092 17 April 2020 16 April 2040
91 Polypropylene diaphragm, its
preparation method and lithium ion
battery ( 聚丙烯隔膜及其製備方法和
鋰離子電池)
Our Company Invention
patent
202010484271.4 1 June 2020 31 May 2040
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 1 1–


--- page 471 ---
No. Patent Registered Owner Type Patent Number Application Date Expiry Date
92 A kind of lithium ion battery diaphragm
and its production process ( 一種鋰離
子電池隔膜及其生產工藝)
Changzhou Senior Invention
patent
202011044739.4 28 September 2020 27 September 2040
93 Diaphragms, diaphragm rolls, cells and
lithium power batteries ( 隔膜、隔膜
卷、電芯以及動力鋰電池)
Jiangsu Senior,
Our Company
Invention
patent
202010503541.1 4 June 2020 3 June 2040
94 Coated slurry, coated diaphragm and
preparation method thereof ( 塗覆漿
料、塗覆隔膜及其製備方法)
Jiangsu Senior Invention
patent
202110702598.9 23 June 2021 22 June 2041
95 Coupling agent compositions, ceramic
pastes, and battery separators ( 偶聯
劑組合物、陶瓷漿料以及電池隔膜)
Jiangsu Senior,
Our Company
Invention
patent
202111012555.4 31 August 2021 30 August 2041
96 A kind of composite diaphragm and its
preparation method ( 一種複合隔膜及
其製備方法)
Jiangsu Senior Invention
patent
202110509821.8 10 May 2021 9 May 2041
97 Diaphragm slitting methods and
adjustment of diaphragm slitting
process parameters ( 隔膜分切方法以
及隔膜分切工藝參數的調整方法)
Jiangsu Senior Invention
patent
202110498347.3 8 May 2021 7 May 2041
98 A coating diaphragm drying process ( 一
種塗層隔膜烘乾工藝)
Jiangsu Senior Invention
patent
202110538609.4 17 May 2021 16 May 2041
99 Three–layer lithium battery separator
and its preparation method ( 三層鋰
電池隔膜及其製備方法)
Nantong Senior Invention
patent
2023100232879 9 January 2023 8 January 2043
100 A method of determining a base film
production process ( 一種基膜生產工
藝的確定方法)
Changzhou Senior Invention
patent
202410931913.9 12 July 2024 11 July 2044(c) Copyrights
As at the Latest Practicable Date, we had registered the following copyrights
in the nature of works which we consider to be material to our Group’s business:
No. Copyright
Registered
Owner
Registration
Number
Registration
Date Expiry Date
1. Yuanzai ( 源仔) Our Company 2023-F-00254554 27 October
2023
31 December
2072
(d) Domain Names
As at the Latest Practicable Date, we owned the following domain names in
the PRC which we consider to be or may be material to our business:
No. Domain Name Registered Owner Expiry Date
1. senior798.com Our Company 4 December 2030
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 1 2–


--- page 472 ---
(C) FURTHER INFORMATION ABOUT OUR DIRECTORS, CHIEF EXECUTIVE
AND SUBSTANTIAL SHAREHOLDERS
1 Particulars of Directors’ Service Contracts and Appointment Letters
Each of the Directors has entered into a service contract or appointment letter
with our Company. 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; an d (c) a dispute resolution provision. The
service contracts and appointment lette rs 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 Direc tors 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)).
2 Remuneration of Directors
Save as disclosed in ‘‘ Directors and Senior Management ’’ and under ‘‘Accountants’
Report — Notes to the Historical Financial Information — 9. Employee Benefit
Expenses ’’ in Appendix I to this prospectus, no Director received other remuneration
or benefits in kind from our Company in respect of each of the years ended 31
December 2023, 2024 and 2025.
3 Disclosure of Interests
Interests and Short Positions of our Directors in the Registered Capital of our
Company or our Associated Corporations following Completion of the Global
Offering
Immediately following completion of the Global Offering, the interests or
short positions of our Directors and chief executives 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 have to be notified to our Company
and the Stock Exchange pursuant to Divisions 7 and 8 of Part XV of the SFO
(including interests and short positions which he/she is 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
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 1 3–


--- page 473 ---
Listed Issuers contained in the Listing Rules, to be notified to our Company and
the Stock Exchange are set out below:
A Shares held as at
the Latest Practicable Date
Shares held immediately following
the completion of the Global Offering (1)
Name of Director Nature of interest Number
Approximate
Percentage
of issued
Shares Number
Approximate
Percentage
of issued A
Shares
Approximate
Percentage
of
total issued
Shares
Prof. Chen Beneficial owner 170,489,491 12.669% 170,489,491
AS h a r e s
12.669% 11.402%
Interest of spouse 346,700 0.026% 346,700
AS h a r e s
0.025% 0.023%
Mr. Xu Liqiang
(徐李強)
Beneficial owner 55,000 (3) 0.004% 55,000
AS h a r e s
0.004% 0.004%
Notes:
(1) The calculations are made assuming that n o changes are made to the issued share capital
of the Company between the Latest Pract icable Date and Listing, and include
19,855,640 A shares repurchased by our Company as of the Latest Practicable Date
pursuant to the repurchase mandate approved by our Board and held in our Company’s
stock repurchase account as treasury shares.
(2) Ms. Chen, as the spouse of Prof. Chen, is interested in 346,700 A Shares. As such, by
virtue of the SFO, Prof. Chen is deemed to be interested in the Shares held by Ms. Chen.
(3) Comprising of (i) 5,000 A Shares underlying the Share Options granted to Mr. Xu
Liqiang under the 2024 Share Incentive Plan ; and (ii) 50,000 A Shares corresponding to
the Restricted Stocks granted to Mr. Xu Liqiang under the 2026 Share Incentive Plan.
Interests and Short Positions Disclosable under Divisions 2 and 3 of Part XV of the
SFO
For information, so far as is known to our Directors or chief executive, of
each person, other than our Directors or chief executive, who immediately
following completion of the Global Offering will 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
the SFO, or, is, directly or indirectly, interested in 10% or more of the issued
voting shares of any other member of our Group, please see ‘‘ Substantial
shareholders. ’’
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 1 4–


--- page 474 ---
Interests of substantial shareholders in members of our Group (excluding our
Company)
As at the Latest Practicable Date, to the best knowledge of our Directors, the
following persons (other than members o f our Group) were interested in 10% or
more of the voting rights at general meetings of our subsidiaries:
Name of subsidiary Name of substantial shareholder
Approximate
percentage
of
shareholding
Hefei Senior Hefei Urban Construction Investment
Holdings Co., Ltd. ( 合肥城建投資控股有限
公司)
30.77%
Hefei Guoxuan High-tech Power Energy Co.,
Ltd. ( 合肥國軒高科動力能源有限公司)
27.69%
Foshan Senior Foshan Lanhai Huizhi Investment
Management Co., Ltd. ( 佛山市瀾海匯智
投資管理有限公司)
40%
Senior-Famous New
Material (Europe)
Gmbh
Famous Industrial Group GmbH 10%
Shenzhen Jingruitong
New Materials Co.,
Ltd. ( 深圳市晶銳通新材
料有限公司)
Shenzhen Jingruitong Material Technology
Partnership Enterprise (Limited
Partnership) ( 深圳市晶銳通材料科技合夥企
業（有限合夥）)
20%
(D) SHARE INCENTIVE PLANS
The following is a summary of the principal terms of our Share Incentive Plans. The
terms of the Share Incentive Plans are not subject to the provisions of Chapter 17 of the
Listing Rules as they do not involve the grant of options or awards by our Company to
subscribe new Shares or award of Shares after the Listing.
1 Purposes
The purposes of the Share Incentive Plans are to further establish and improve
our long-term incentive mechanism, attrac t and retain outstanding talents, and fully
motivate their enthusiasm and innovation to enhance cohesion and core
competitiveness of our Company. The Share Incentive Plans are implemented to
align the interests of our Shareholders, our Company and our core team members,
which is beneficial to the sustainable development of our Group and ensures the
realisation of our development strategy and business objectives.
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 1 5–


--- page 475 ---
2 Type of Share Incentives
Under the 2024 Share Incentive Plan, we may grant Share Options to eligible
participants, and the A Shares underlying the Share Options under the 2024 Share
Incentive Plan can only be issued after the vesting or exercise thereof.
Under the 2026 Share Incentive Plan, we may grant Restricted Stocks to eligible
participants. The A Shares corresponding to the Restricted Stocks granted under the
2026 Share Incentive Plan are repurchased by the Company from the secondary
market. Such Restricted Stocks shall be transferred to eligible participants upon
completion of the grant, but shall remain subject to lock-up restrictions until the
applicable vesting conditions have been satisfied.
3 Administration
Each of the Share Incentive Plans is subject to the approval of our Company’s
general meeting, administration of the Board and the supervision of the independent
non-executive Directors.
4 Participants
Participants under the Share Incentive Plans include (i) Directors and senior
management, (ii) middle-level management personnels, and (iii) core technical or
business employees, but do not include (i) independent non-executive Directors, (ii)
Shareholders who, individually or in aggregate, holding 5% or more of the Shares of
our Company, or actual controller(s) and their respective spouse, parents and children.
Foreign employees of our Group are not included as participants in the 2026
Share Incentive Plan, but are included under the 2024 Share Incentive Plan.
5 Source and Maximum Number of Shares
The underlying Shares for the Share Options granted under the 2024 Share
Incentive Plan are new A Shares to be issued by our Company. The underlying Shares
for the Restricted Stocks granted under t he 2026 Share Incentive Plan are A Shares
repurchased by the Company from the secondary market. The number of Shares
granted to any individual grantee under all the Share Incentive Plans of our Company
currently in effect shall not exceed 1% of our Company’s total share capital.
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 1 6–


--- page 476 ---
Subject to the adjustment mechanisms set out in paragraph 11 below, the
maximum number of Share Options initially available to be granted under the 2024
Share Incentive Plan and the maximum number of Restricted Stocks granted under the
2026 Share Incentive Plan are as follows:
Share Incentive Plan
Maximum
number of Shares
corresponding
to initial Share
Options/Restricted
Stocks that
may be granted
Maximum
number of Shares
corresponding to
Share Options/
Restricted Stocks
that are reserved for
and may be
further granted
(1)
2024 Share Incentive Plan 12,630,000 A Shares 370,000 A Shares
2026 Share Incentive Plan 8,580,200 A Shares Not applicable
(2)
Notes:
(1) For the granting conditions of the Share Options, please see ‘‘ (D) Share Incentive Plans — 7.
Conditions to the Grant of Share Options ’’ in this Appendix.
(2) On 31 March 2026, the Shareholders appr oved the grant of all 8,580,200 A Shares
corresponding to the Restricted Stocks under t he 2026 Share Incentive Plan to 63 eligible
participants, the registration of which was completed on 17 April 2026.
Pursuant to the terms of the 2024 Share Incentive Plan, any Share Options (or
portions thereof) reserved for further grants under the 2024 Share Incentive Plan shall
be cancelled if no eligible participant is d etermined within 12 months after the 2024
Share Incentive Plan is approved at the Shareholders’ meeting on 27 September 2024
and no further grants under the 2024 Share Incentive Plan may be made after such
period.
Save for the Restricted Stocks and the Share Options that have already been
granted under the Share Incentive Plans and disclosed in this prospectus, there are no
additional Restricted Stocks or Share Options available for grant under the Share
Incentive Plans upon Listing.
6 Term of the Plans and Date of Grant
The term of the 2024 Share Incentive Plan shall commence from the date of the
completion of the grant of Share Options thereunder and continue until the Share
Options are fully exercised or cancelled, wh ichever is earlier, and shall not exceed 48
months.
The term of the 2026 Share Incentive Plan shall commence from the grant date of
the Restricted Stocks and continue until all Restricted Stocks granted thereunder have
been fully vested or repurchased and cancelled, whichever is earlier, and shall not
exceed 36 months.
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 1 7–


--- page 477 ---
The grant date of Share Options under the 2024 Share Incentive Plan and
Restricted Stocks under the 2026 Share Incentive Plan shall be determined by the
Board after the approval of the relevant Share Incentive Plans by the Shareholders at a
general meeting, and must be a trading day of the Shenzhen Stock Exchange. The grant
of Share Options and Restricted Stocks is subject to the approval of the Board and
shall be announced within 60 days after the approval of the Share Incentive Plans at a
general meeting.
7 Conditions to the Grant of Share Options and Restricted Stocks
Share Options under the 2024 Share Incentive Plan and Restricted Stocks under
the 2026 Share Incentive Plan will only be granted to eligible participants if the
following conditions are fulfilled:
(i) with respect to our Company, none of the following circumstances having
occurred:
(A) an audit report with an adverse opinion or a disclaimer of opinion has
been issued by the certified public accountant with respect to our
accountant’s report for the most recent fiscal year;
(B) an audit report with an adverse opinion or a disclaimer of opinion has
been issued by the certified pub lic accountant with respect to the
internal control report contained in accountant’s report for the most
recent fiscal year;
(C) our Company has failed to distribut e profits in accordance with the laws
and regulations, our Articles of Association or our public commitment
within the last 36 months after our listing;
(D) implementation of any share incentive plan is prohibited under
applicable laws and regulations; or
(E) any other circumstances determined by the CSRC.
(ii) with respect to a grantee, none of the following circumstances having
occurred:
(A) he/she has been regarded as an inappropriate participant by a stock
exchange within the last 12 months;
(B) he/she has been regarded as an inappropriate participant by the CSRC
or its local office within the last 12 months;
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 1 8–


--- page 478 ---
(C) he/she has been penalised or prohibited from entering into the securities
market by the CSRC or its local office due to material non-compliance
of laws and regulations within the last 12 months;
(D) he/she is not qualified to serve as a director or senior management
according to the PRC Company Law;
(E) he/she is prohibited from participating in any share incentive plans of
listed companies according to app licable laws and regulations; or
(F) any other circumstances determined by the CSRC.
Under the 2024 Share Incentive Plan, no c onsideration is paid/payable for the
eligible participants to be granted Share Options. Under the 2026 Share Incentive Plan,
eligible participants who will be awarded Re stricted Stocks shall pay a consideration of
RMB7.50 per Restricted Stock, which was de termined by the Board with reference to
the higher of (i) 50% of the average trading price of A Shares on the trading day
immediately preceding the announcement of the award of the reserved Restricted
Stocks by the Board; and (ii) 50% of the average trading price of A Shares during 20
trading days immediately preceding the a nnouncement of the award of the reserved
Restricted Stocks by the Board.
8 Lock-up Arrangements
The lock-up arrangements under the S hare Incentive Plans are determined
according to the Articles of Association a nd applicable PRC laws and regulations:
(i) if the grantee is a Director or a senior management of our Company, the
Shares to be transferred each year during his or her tenure shall not exceed
25% of the total Shares he or she holds. No Shares held by such Director or
senior management may be transferred within six months after termination
of his or her employment;
(ii) if the grantee is a Director or senior management of our Company and their
respective spouse, parents and child(r en), income gained through sale of
Shares of our Company within six months of the purchase or repurchase of
Shares of our Company within six months of the sale, shall belong to our
Company and be reclaimed by the Board; and
(iii) if there is any change in the applicable laws and regulations or the relevant
provisions of the Articles of Association on the foregoing lock-up
requirements within the term of the relevant Share Incentive Plans, the
grantee shall comply with the amended laws and regulations and the Articles
of Association.
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 1 9–


--- page 479 ---
9 Vesting and Exercise of Share Options and Restricted Stocks
The Share Options and Restricted Stocks will be vested when (i) the conditions set
out under paragraph 7 above are fulfilled; and (ii) the performance targets of our
Company and the grantees as set out under the relevant Share Incentive Plans are
achieved. The granted Share Options and Restricted Stocks will be vested in
accordance with the schedules under the r elevant Share Incenti ve Plans subject to
the exercise by the grantees as follows:
Share Incentive Plan Vesting schedule
2024 Share
Incentive Plan
Initial Share
Options
The Share Options may be vested and exercised in three
tranches of (i) 50% if the sales volume of our
Company’s lithium-ion battery separator in 2024
increases by no less than 30% compared to that of
2023, (ii) 30% if the sales volume of our Company’s
lithium-ion battery separator in 2025 increases by no
less than 60% compared to that of 2023, and (iii) 20%
if the sales volume of our Company’s lithium-ion
battery separator in 2026 increases by no less than
137% compared to that of 2023.
Reserved Share
Options
(i) If the reserved Share Options are granted before
the publication of our Company’s report for the
third quarter ended 30 September 2024, the vesting
schedule of the reserved Share Options will be the
same as that of the initial Share Options as
specified above; or
(ii) If the reserved Share Options are granted after the
publication of our Company’s report for the third
quarter ended 30 September 2024, the reserved
Share Options may be vested and exercised in two
tranches of (i) 50% if the sales volume of our
Company’s lithium-ion battery separator in 2025
increases by no less than 60% compared to that of
2023, and (ii) 50% if the sales volume of our
Company’s lithium-ion battery separator in 2026
increases by no less than 137% compared to that of
2023.
2026 Share
Incentive Plan
Restricted
Stocks
The Restricted Stocks may be vested in two tranches of
(i) 50% if the net profit attributable to the
Shareholders for the financial year 2026 being not
less than RMB280 million; and (ii) 50% if the net
profit attributable to the Sha reholders for the financial
year 2027 being not less than RMB400 million.
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 2 0–


--- page 480 ---
10 Exercise Price
There is no applicable exercise price for Restricted Stocks under the 2026 Share
Incentive Plan. The exercise price of each Share Options under the 2024 Share
Incentive Plan shall not be lower than the nominal value of each A Share and, in
principle, shall not be lower than the higher of (i) 50% of the average trading price of
A Shares on the trading day immediately p receding the announcement of the relevant
Share Incentive Plans; and (ii) 50% of the average trading price of A Shares during the
20 trading days immediately preceding t he announcement of the relevant Share
Incentive Plans.
11 Adjustment
Subject to the other terms and conditions contained in the Share Incentive Plans,
the number and/or exercise price of granted Share Options and the number and/or
consideration of granted Restricted Stocks may be adjusted upon the occurrence of
certain events from the date of the announcem ent of the relevant Share Incentive Plans
to the completion of relevant registration or exercise by the grantees. These events
include, as the case may be, (i) capitalisatio n of reserves, (ii) distribution of stock
dividends, (iii) share subdivision, (iv) share consolidation, (v) rights issue, and (vi)
share issuance.
12 Dividend and Voting Rights
Upon the vesting and exercise of Share Options and the vesting of the Restricted
Stocks in accordance with the relevant Share Incentive Plans, the grantees will be
entitled to exercise the right of Shareholde rs, including but not limited to the right to
receive dividends and right to vote at the general meeting.
13 Outstanding Share Options and Restricted Stocks
As at the Latest Practicable Date, there are no outstanding Restricted Stocks
under the 2026 Share Incentive Plan, while the number of the outstanding Share
Options granted under the 2024 Share Incen tive Plan was 6,602,500, representing
approximately 0.44% of the issued Shares imm ediately following the completion of the
Global Offering. If all outstanding Share Options granted under the 2024 Share
Incentive Plan are fully exercised, the issued and outstanding Shares held by
Shareholders following the Listing will be diluted by approximately 0.44%. The
dilutive effect on our earnings per share will be approximately 0.44%.
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 2 1–


--- page 481 ---
The following table sets forth the details of outstanding Share Options granted
under the 2024 Share Incentive Plan to all grantees (including Directors, senior
management members and employees of ou r Company) under the Share Incentive
P l a n sa sa tt h eL a t e s tP r a c t i c a b l eD a t e .
Name of grantee
Position in our
Group Address Date of grant
Number of
outstanding
Share
Options
Exercise Price
(per Share) (4) Vesting schedule (3) Exercise period
Approximate %
of the issued
Shares
immediately
after the Global
Offering (1)
(’000)
Directors or senior management members
Xu Liqiang
(徐李強)
Executive Director Room 2901, No. 6,
Huarun Xingfuli,
Binhu District,
Wuxi, Jiangsu
Province, PRC
10 September
2024
5 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.00%*
Xia Jun
(夏鈞)
Senior management
of our Company
15D, No. 2, Lane 777,
Zhongshan South
2nd Road, Xuhui
District, Shanghai,
PRC
10 September
2024
125 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.01%
Wang Hao
(王浩)
Senior management
of our Company
Room 201, No. 12,
Lane 95, Guoquan
Road, Yangpu
District, Shanghai
10 September
2024
125 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.01%
Other connected persons
Liu Shougui
(劉守貴)
Chief executive of
our subsidiary
N o .3 ,B u i l d i n g8 ,
Green Island
Garden, No. 416,
Binjiang Road, Zhao
Town, Jintang
County, Sichuan
Province, PRC
10 September
2024
525 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.04%
Wang Changhong
(王昌紅)
Director, chief
executive and
supervisor of our
subsidiaries
China Construction
F i f t hB u r e a uN o .7
Company Dormitory
Yueyanglou District
Yueyang City,
Hunan Province,
PRC
10 September
2024
50 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.00%
Liu Rui
(劉瑞)
Director and chief
executive of our
subsidiaries
Room D501, Building
1, Honghui Pavilion,
No. 38, Changchun
Road, Gongming
Street, Guangming
District, Shenzhen,
Guangdong
Province, PRC
10 September
2024
125 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.01%
Liu Weiming
(劉偉明)
Director and chief
executive of our
subsidiary
Room 703, Block C,
No. 11, Weigang
Road, Chancheng
District, Foshan
City, Guangdong
Province, PRC
10 September
2024
500 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.03%
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 2 2–


--- page 482 ---
Name of grantee
Position in our
Group Address Date of grant
Number of
outstanding
Share
Options
Exercise Price
(per Share) (4) Vesting schedule (3) Exercise period
Approximate %
of the issued
Shares
immediately
after the Global
Offering (1)
(’000)
Zhang Yingqiang
(張英強)
Chief executive of
our subsidiary
Dormitory of Wanfeng
Xuji Electronic
Products Factory in
Shajing, Bao’an
District, Shenzhen,
Guangdong
Province, PRC
10 September
2024
525 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.04%
Xie Yuhua
(謝雨華)
Supervisor of our
subsidiary
402, Block D, Building
1, Phase I, Galaxy
Legend Garden, No.
511 Mintang Road,
Longhua District,
Shenzhen,
Guangdong
Province, PRC
10 September
2024
125 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.01%
Zhu Jun
(朱儁)
Supervisor of our
subsidiaries
5th Floor, Block A,
Tongfang
Information
Harbour, Lang Shan
Road, Nan Shan
District, Shenzhen,
Guangdong
Province, PRC
10 September
2024
150 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.01%
Li Zetao
(李澤濤)
Director of our
subsidiaries
Unit 30C, Unit B1,
Building 2, Xindi
Central Garden,
Guangming Street,
Guangming District,
Shenzhen,
Guangdong
Province, PRC
10 September
2024
40 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.00%*
Other grantees
Zhang Weiqiang
(張衛強)
Middle-level
management
Group 4,
Dongcaodian
Village, Longmen
Town, Luolong
District, Luoyang,
Henan, PRC
10 September
2024
50 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.00%*
Wang Yongguo
(王永國)
Middle-level
management
No.1, Xinglongqian
Street, Yuanbao
District, Dandong,
Liaoning, PRC
10 September
2024
500 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.03%
Xu Jingying
(徐晶穎)
Middle-level
management
Room 20E, Building 2,
Block A, Phase 2,
Shengshi Jiaxi,
Futian District,
Shenzhen,
Guangdong, PRC
10 September
2024
250 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.02%
Shen Xiwen
(沈熙文)
Middle-level
management
2103, Block 3,
Building 1, Gaofa
Xi’an Garden, No.
201, Baoyuan South
Road, Baoan
District, Shenzhen,
Guangdong, PRC
10 September
2024
500 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.03%
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 2 3–


--- page 483 ---
Name of grantee
Position in our
Group Address Date of grant
Number of
outstanding
Share
Options
Exercise Price
(per Share) (4) Vesting schedule (3) Exercise period
Approximate %
of the issued
Shares
immediately
after the Global
Offering (1)
(’000)
Li Weiying
(李偉英)
Middle-level
management
No.51, Guangxi Road,
Zhuhui District,
Hengyang, Hunan,
PRC
10 September
2024
100 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.01%
Zhi Zhifei
(植志飛)
Core technical
(operational)
staff
Room 603, Block 16,
No. 2 Fuqian Road,
Leping Town,
Sanshui District,
Foshan, Guangdong,
PRC
10 September
2024
100 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.01%
Kang Yong
(康勇)
Middle-level
management
Room 805, Building 1,
Jincheng Garden,
No. 48, Huishadi
2nd Road, Huicheng
District, Huizhou,
Guangdong, PRC
10 September
2024
100 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.01%
Gao Dongbo
(高東波)
Middle-level
management
No. 11, Qinggong 3rd
Road, Chancheng
District, Foshan,
Guangdong, PRC
10 September
2024
100 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.02%
19 August 2025 200 RMB3.70 In October 2026
and 2027
From August 2025 to
October 2027
Yan Hongbin
(顏鴻彬)
Core technical
(operational)
staff
5/F, Block A,
Tongfang Xinxi
Port, No. 11,
Langshan Road,
Nanshan District,
Shenzhen,
Guangdong, PRC
10 September
2024
100 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.01%
Zhu Jijun
(朱
繼俊)
Middle-level
management
Room 1, No. 42
Liangjifang Alley,
Baipu Town, Rugao,
Jiangsu, PRC
10 September
2024
50 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.00%*
Xiao Wuhua
(肖武華)
Core technical
(operational)
staff
5th Floor, Block A,
Tongfang Xinxi
Port, Langshan
Road, Nanshan
District High-Tech
Industrial Par,
Shenzhen, PRC
10 September
2024
100 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.01%
Si Junfeng
(司軍峰)
Middle-level
management
Room 1105, Building
5, Nancui Garden,
No. 22, Yuanda
Avenue, Huicheng
District, Huizhou,
Guangdong, PRC
10 September
2024
100 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.01%
Ping Xiang
(平翔)
Core technical
(operational)
staff
No. 2 Libin Road,
Songshan Lake
Science and
Technology
Industrial Park,
Dongguan,
Guangdong, PRC
10 September
2024
50 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.00%*
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 2 4–


--- page 484 ---
Name of grantee
Position in our
Group Address Date of grant
Number of
outstanding
Share
Options
Exercise Price
(per Share) (4) Vesting schedule (3) Exercise period
Approximate %
of the issued
Shares
immediately
after the Global
Offering (1)
(’000)
Yang Jingde
(楊敬德)
Middle-level
management
Room 601, Block 1,
Yuanhui Road,
Chancheng District,
Foshan, Guangdong,
PRC
10 September
2024
50 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.00%*
Wang Xi
(王郗)
Core technical
(operational)
staff
5th Floor, Block A,
Tongfang Xinxi
Port, No. 11
Langshan Road,
Nanshan District,
Shenzhen,
Guangdong, PRC
10 September
2024
50 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.00%*
Huang Xiaoming
(黃曉明)
Middle-level
management
Luban Building, No.
7024 Hongli West
Road, Futian
District, Shenzhen,
Guangdong, PRC
10 September
2024
500 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.03%
Lin Shengpeng
(林盛鵬)
Core technical
(operational)
staff
House 8, No.6, Xinde
Longxi Xiang,
Haimen Town,
Chaoyang District,
Shantou,
Guangdong, PRC
10 September
2024
100 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.01%
Wang Jinbo
(王金波)
Core technical
(operational)
staff
Room 2301, Unit B,
Building 4, District
5, Lvcheng Yulan
Guangchang, Wujin
District, Changzhou,
Jiangsu, PRC
10 September
2024
100 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.01%
Fan Wenhui
(樊文輝)
Core technical
(operational)
staff
No. 24, Dongjia Ziran
Village, Beishan
Village, Jingkou
Township,
Nanchang County,
Nanchang, Jiangxi,
PRC
10 September
2024
40 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.00%*
Mao Xiaoyong
(毛小勇)
Core technical
(operational)
staff
Room 401, Unit 2,
Building 15,
Jiangnan Diyi
Cheng, No. 10
Jinfeng Lu,
Nancheng District,
Dongguan,
Guangdong, PRC
10 September
2024
40 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.00%*
Tian Ruhui
(田如輝)
Core technical
(operational)
staff
7th Floor, Block A,
Tongfang Xinxi
Port, No. 11
Langshan Road,
Nanshan District,
Shenzhen,
Guangdong, PRC
10 September
2024
40 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.00%*
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 2 5–


--- page 485 ---
Name of grantee
Position in our
Group Address Date of grant
Number of
outstanding
Share
Options
Exercise Price
(per Share) (4) Vesting schedule (3) Exercise period
Approximate %
of the issued
Shares
immediately
after the Global
Offering (1)
(’000)
Tan Bin
(譚斌)
Core technical
(operational)
staff
N o .9 ,S e c t i o n4 ,
Renmin South
Road, Wuhou
District, Chengdu,
PRC
10 September
2024
262.5 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.02%
Liu Mengquan
(劉孟權)
Core technical
(operational)
staff
No. 134 Maluan
Village, Kangmei
Town, Dongshan
County, Fujian,
PRC
10 September
2024
30 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.00%*
Yu Ping
(余平)
Middle-level
management
No. 888, Jiefang Dong
street, Nanchang
District, Wuxi,
Jiangsu, PRC
10 September
2024
30 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.00%*
Lu Dongkui
(魯東奎)
Core technical
(operational)
staff
No. 99, Courtyard
101, Zhengfuqian
Street, Liji
Township, Yancheng
District, Luohe,
Henan, PRC
10 September
2024
40 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.00%*
Han Xiaojuan
(韓曉娟)
Core technical
(operational)
staff
5th Floor, Block A,
Tongfang Xinxi
Port, No. 11
Langshan Road,
Nanshan District,
Shenzhen,
Guangdong, PRC
10 September
2024
40 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.00%*
Zhang Chensheng
(張陳晟)
Middle-level
management
Room 110, No. 188
Minsheng Road,
Gongming Jiedao,
Guangming District,
Shenzhen,
Guangdong, PRC
10 September
2024
145 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.01%*
Jiang Tao
(江濤)
Middle-level
management
44 Tai Hwan Terrace
Singapore 555271
10 September
2024
50 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.00%*
Su Weifeng
(蘇偉鋒)
Core technical
(operational)
staff
Room 604, No. 20,
Tangyuan Xi Yi
street, Chancheng
District, Foshan,
Guangdong, PRC
10 September
2024
40 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.00%*
Sun Hua
(孫華)
Core technical
(operational)
staff
5/F, Block A,
Tongfang Xinxi
Port, No. 11
Langshan Road,
Nanshan District,
Shenzhen,
Guangdong, PRC
10 September
2024
30 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.00%*
Lu Lili
(陸莉莉)
Core technical
(operational)
staff
No. 28, Xitangbei
Xiaozu, Dianxia
Cun, Dujiang Town,
Longnan County,
Ganzhou, Jiangxi,
PRC
10 September
2024
30 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.00%*
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 2 6–


--- page 486 ---
Name of grantee
Position in our
Group Address Date of grant
Number of
outstanding
Share
Options
Exercise Price
(per Share) (4) Vesting schedule (3) Exercise period
Approximate %
of the issued
Shares
immediately
after the Global
Offering (1)
(’000)
Shi Zhenghong
(施正宏)
Middle-level
management
Unit 2103 B, Building
3, Jiahong Shengshi
Huayuan, Zhonglou
District, Changzhou,
Jiangsu, PRC
10 September
2024
30 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.00%*
Yu Xingyue
(於星月)
Core technical
(operational)
staff
No. 38, Xucheng Cun,
Hengxi Jiedao,
Jiangning District,
Nanjing, Jiangsu,
PRC
10 September
2024
30 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.00%*
Ma Jie
(馬潔)
Core technical
(operational)
staff
No. 26, Dongtouxing,
Xueku Cun, Ehu
Zhen, Xishan
District, Wuxi,
Jiangsu
10 September
2024
30 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.00%*
Hu Kun
(胡堃)
Middle-level
management
Building 2, Zhuohong
Gaoerfu Yayuan,
Baohe Road,
Longgang District,
Shenzhen,
Guangdong
10 September
2024
100 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.01%
Zeng Guanhao
(曾冠皓)
Middle-level
management
Room 103, Unit 1,
No. 14 Qingchun
2nd Street,
Xiangzhou District,
Zhuhai, Guangdong
10 September
2024
30 RMB3.70 In October 2026
and 2027
From September 2024
to October 2027
0.00%*
Lin Junwei
(林浚偉)
Core technical
(operational)
staff
5th Floor-1, No. 46
Kangzhuang Road,
Neighbourhood 15,
Luozhuang Village,
Luodong Town,
Yilan County,
Taiwan Province
19 August 2025 50 RMB3.70 In October 2026
and 2027
From August 2025 to
October 2027
0.00%*
Chen Xuedong ( 陳
雪棟)
Core technical
(operational)
staff
Room 701, No. 38,
Xin’an Garden
Phase 2, New
District, Wuxi City,
Jiangsu Province
19 August 2025 40 RMB3.70 In October 2026
and 2027
From August 2025 to
October 2027
0.00%*
Li Dan ( 李旦) Core technical
(operational)
staff
Room 609, Building
804, Tongyuan New
Village, No. 190
Qinghai East Road,
Haimen City,
Jiangsu Province
19 August 2025 40 RMB3.70 In October 2026
and 2027
From August 2025 to
October 2027
0.00%*
Lin Jing ( 林敬) Core technical
(operational)
staff
Datangyuan Group,
Chuangye Village,
Mahu Township,
Feidong County,
Anhui Province
19 August 2025 40 RMB3.70 In October 2026
and 2027
From August 2025 to
October 2027
0.00%*
Total 6,602.5 0.44%
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 2 7–


--- page 487 ---
Notes:
(1) Assuming that no changes are made to the issued share capital of the Company between the Latest
Practicable Date and Listing. The calculation of th e percentage includes 19,855,640 A shares repurchased
by our Company as of the Latest Practicable Date pursuant to the repurchase mandate approved by our
Board and held in our Company’s stock re purchase account as treasury shares.
(2) No employee grantees have been granted Share Options in excess of 1% of the issued Shares of our
Company immediately after the Globa l Offering on a stand alone basis.
(3) Please see ‘‘ (D) Share Incentive Plans — 9. Vesting and Exer cise of Share Options and Restricted Stocks ’’ in
this Appendix.
(4) Under the 2024 Share Incentive Plan, no consideration is paid/payable for the eligible participants to be
granted Share Options. Each grantee shall only pay th e consideration at the exercise price upon vesting.
* Denotes less than 0.005%
(E) DISCLAIMER
Save as disclosed in this prospectus:
(i) none of the Directors or the experts named in ‘‘— (F) Other Information —
Consent of Experts’’ of this Appendix has a ny interest, direct or indirect, in the
promotion of, or in any assets which have been, within the two years immediately
preceding the date of this prospectus, 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;
(ii) there are no bank overdrafts or other similar indebtedness by our Company or
any member of our Group;
(iii) there are no hire purchase commitments, guarantees or other material contingent
liabilities of our Company or any member of our Group;
(iv) our Company is not presently listed on any stock exchange or traded on any
trading system;
(v) no capital of any member of our Group is under option, or is agreed conditionally
or unconditionally to be put under option; and
(vi) there are no contracts or arrangements subsisting at the date of this prospectus in
which a Director is materially interested or which is significant in relation to the
business of our Group.
(F) OTHER INFORMATION
1 Estate Duty
Our Directors have been advised that no material liability for estate duty is likely
to fall upon any member of our Group.
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 2 8–


--- page 488 ---
2 Litigation
Save as disclosed in this prospectus, no member of our Group is engaged in any
litigation, arbitration or claim of material im portance, 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.
3 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 h ave been made to enable the H Shares to be
a d m i t t e di n t oC C A S S .
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$400,000 to act as the
sponsor of our Company in connection with the proposed listing on the Stock
Exchange.
4 Consent of Experts
The qualification of the experts, as defined under the Hong Kong Listing Rules,
who have given opinions in this prospectus are as follows:
Name Qualification
China Securities (International)
Corporate Finance Company
Limited
A licensed corporation to conduct Type 1
(dealing in securities) and Type 6 (advising
on corporate finance) regulated activities
(as defined under SFO)
King & Wood Legal adviser to our Company as to PRC
laws
Rongcheng (Hong Kong) CPA
Limited
Certified Public Accountants and
Registered Public Interest Entity Auditor
Frost & Sullivan (Beijing) Inc.,
Shanghai Branch Co.
an independent professional market
research and consulting company
Miller, Canfield, Paddock and
Stone, P.L.C.
Legal adviser to our Company as to US
laws
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 2 9–


--- page 489 ---
Name Qualification
Ashurst Tokyo (Ashurst Horitsu
Jimusho Gaikokuho Kyodo
Jigyo)
Legal adviser to our Company as to U.S.
and EU laws in respect of tariffs
PHANG THAM TEOH & CO Legal adviser to our Company as to
Malaysian laws
Wigge & Partners Law KB Legal adviser to our Company as to
Swedish laws
FRO¨BERG & LUNDHOLM
ADVOKATBYRA˚ AB
Legal adviser to our Company as to
environmental matters in Sweden
Shenzhen Qianhai
PricewaterhouseCoopers Business
Consulting Services Co. Limited
Transfer pricing consultant
Knight Frank Petty Limited Property valuer
As at the Latest Practicable Date, none of the experts named above has any
shareholding 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.
Each of the experts named above have given and have not withdrawn their
respective written consent to the issue of thi s prospectus with copies of their reports,
letters, opinions or summaries of opinions (as the case may be) and the references to
their names included herein in the form and context in which they are respectively
included.
5 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.
6 Promoters
The promotors of our Company at the time of our incorporation comprised all of
the 50 then shareholders of our Company as at 3 September 2008 immediately before
our conversion into a joint stock company with limited liability.
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 3 0–


--- page 490 ---
Within the two years preceding the date of this prospectus, no cash, securities or
other benefit has been paid, allotted or given or is proposed to be paid, allotted or
given to any promoter in connection with the Global Offering and the related
transactions described in this prospectus.
7 Bilingual Prospectus
The English language and Chinese language versions of this prospectus are being
p u b l i s h e ds e p a r a t e l yi nr e l i a n c eu p o nt h ee x e m p t i o np r o v i d e db ys e c t i o n4o ft h e
Companies (Exemption of Companies and Prospectuses from Compliance with
Provisions) Notice (Chapter 32L of the Laws of Hong Kong).
8 Preliminary Expenses
We have not incurred any material preliminary expenses in relation to the
incorporation of our Company.
9 Compliance Adviser
Our Company has appointed Vast Harbour Corporate Finance Limited (formerly
known as Goldlink Capital (Corporate Finance) Limited) as our compliance adviser in
compliance with Rules 3A.19 of the Listing Rules.
10 No Material Adverse Change
Our Directors confirm that, there has been no material adverse change in our
business, financial condition and results o f operations since 31 December 2025, being
the latest balance sheet date of our consolidated financial statements as set out in the
Accountants’ Report in Appendix I to this prospectus, and up to the date of this
prospectus.
11 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.
12 Related Party Transactions
Our Group entered into the related party transactions within the two years
immediately preceding the date of this pr ospectus as mentioned in ‘‘Accountants’
Report — Notes to the Historical Financial Information — 38. Related Party
Transactions’’ in Appendix I to this prospectus.
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 3 1–


--- page 491 ---
13 Miscellaneous
Save as disclosed 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
g r a n t e do ra g r e e dt ob eg r a n t e di nc o n n e c t i o nw i t ht h ei s s u eo rs a l eo f
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 or debentures of 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) none of our Company or any member of our Group has any 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 ChiNext of the
Shenzhen Stock Exchange and GDRs of our Company that are listed on SIX
Swiss 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.
APPENDIX V STATUTORY AND GENERAL INFORMATION
–V - 3 2–


--- page 492 ---
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) the written consents referred to in ‘‘ Statutory and General Information — (F)
Other Information — 4 Consents of Experts ’’ in Appendix V to this prospectus;
and
(b) a copy of each of the material contracts referred to in ‘‘ Statutory and General
Information — (B) Further Information about our Business — 1 Summary of
Material Contracts ’’ in Appendix V to this prospectus.
DOCUMENTS AVAILABLE ON DISPLAY
Electronic copies of the following documents will be available for inspection at the
website of the Stock Exchange at
www.hkexnews.hk and our website at www.senior798.com
including the date which is 14 days from the date of this prospectus:
(a) the Articles of Association;
(b) the audited consolidated financial statements of the Group for each of the years
ended 31 December 2023, 2024 and 2025;
(c) the Accountants’ Report from Rongcheng (Hong Kong) CPA Limited, the text of
which is set out in Appendix I to this prospectus;
(d) the report on review of the unaudited interim financial information of our Group
for the three months ended 31 March 2026 from Rongcheng (Hong Kong) CPA
Limited, the text of which is set out in the section headed ‘‘Unaudited Interim
Financial Information’’ in Appendix IA to this prospectus;
(e) the report on the unaudited pro forma financial information of our Group from
Rongcheng (Hong Kong) CPA Limited, the text of which is set out in Appendix II
to this prospectus;
(f) the material contracts referred to in ‘‘ Statutory and General Information — (B)
Further Information about our Business — 1 Summary of Material Contracts ’’ in
Appendix V to this prospectus;
(g) the service contracts and the lette rs of appointment referred to in ‘‘ Statutory and
General Information — (C) FURTHER INFORMATION ABOUT OUR
DIRECTORS, CHIEF EXECUTIVE AN D SUBSTANTIAL SHAREHOLDERS
— 1 Particulars of Directors’ Service Contracts and Appointment Letters ’’ in
Appendix V to this prospectus;
(h) the industry report issued by Frost & Sullivan, a summary of which is set forth in
‘‘Industry Overview ’’ in this prospectus;
APPENDIX VI DOCUMENTS DELIVERED TO THE REGISTRAR OF COMPANIES
AND AVAILABLE ON DISPLAY
–V I - 1–


--- page 493 ---
(i) the PRC legal opinions issued by King & Wood, our PRC Legal Adviser on PRC
law, in respect of certain general corporate matters and property interests in the
PRC of our Group;
(j) the US legal opinions issued by Miller, Canfield, Paddock and Stone, P.L.C., our
US legal adviser on US law;
(k) the legal memorandum issued by Ashurst Tokyo (Ashurst Horitsu Jimusho
Gaikokuho Kyodo Jigyo), our legal adviser on U.S. and EU laws as to tariffs;
(l) the Malaysian legal opinions issued by PHANG THAM TEOH & CO, our
Malaysian legal adviser on Malaysian law;
(m) the Swedish legal opinions issued by Wigge & Partners Law KB, our Swedish legal
adviser on Swedish law;
(n) the Swedish legal opinions issued by FRO ¨BERG & LUNDHOLM
ADVOKATBYRA˚ AB, our Swedish legal adviser as to environmental matters;
(o) the transfer pricing report issued by Shenzhen Qianhai PricewaterhouseCoopers
Business Consulting Services Co. Limited, our transfer pricing consultant with
respect to transfer pricing arrangement of our Group;
(p) the Property Valuation Report from K night Frank Petty Limited, the text of
which is set out in Appendix III to this prospectus;
(q) the PRC Company Law, the PRC Securities Law, the Trial Administrative
Measures for Overseas Securities Offering and Listing by Domestic Companies
together with their unoffici al English translation; and
(r) the written consents referred to in ‘‘ Statutory and General Information — (F)
Other information — 4 Consent of experts ’’ in Appendix V to this prospectus.
DOCUMENT AVAILABLE FOR INSPECTION
A full list of the grantees of outstanding Share Options granted under the Share
Incentive Plans, containing all details as required under the Listing Rules and the
Companies (Winding Up and Miscellaneous Provisions) Ordinance, will be made available
for public inspection at the offices of Linklat ers at 11/F, Alexandra House, Chater Road,
Central, Hong Kong, during normal business hours up to and including the date which is 14
days from the date of this prospectus.
APPENDIX VI DOCUMENTS DELIVERED TO THE REGISTRAR OF COMPANIES
AND AVAILABLE ON DISPLAY
–V I - 2–


--- page 494 ---
4IFO[IFO4FOJPS5FDIOPMPHZ.BUFSJBM$P
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ʮ̡
ʮ̡
Shenzhen Senior Technology Material Co., Ltd.
(A joint stock company incorporated in the People’s Republic of China with limited liability)
Stock Code6067
GLOBAL
OFFERING
Sole Sponsor, Sponsor-Overall Coordinator, Joint Global Coordinator, Joint Bookrunner and Joint Lead Manager
Overall Coordinators, Joint Global Coordinators, Joint Bookrunners and Joint Lead Managers
ʮ̡
Shenzhen Senior Technology Material Co., Ltd.
