Earnings release
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– 1 – The Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement. KWG GROUP HOLDINGS LIMITED (Incorporated in the Cayman Islands with limited liability) (Stock Code: 1813 and Debt Stock Code: 40117) ʮ̡ (1) ANNOUNCEMENT OF UNAUDITED INTERIM RESULTS FOR THE SIX MONTHS ENDED 30 JUNE 2026; (2) SUPPLEMENTAL ANNOUNCEMENT TO THE ANNUAL REPORT OF THE COMPANY FOR THE YEAR ENDED 31 DECEMBER 2025 (THE “ANNUAL REPORT”); AND (3) CHANGE OF PRINCIPAL PLACE OF BUSINESS IN HONG KONG (1) INTERIM RESULTS The board of directors (the “ Board” or the “ Directors ”) of KWG Group Holdings Limited (the “ Company ”) is pleased to announce the unaudited condensed consolidated financial results of the Company and its subsidiaries (collectively, the “Group”) for the six months ended 30 June 2026, together with the comparative figures for the corresponding period in 2025, the unaudited condensed consolidated statement of financial position of the Group as at 30 June 2026 together with audited comparative figures as at 31 December 2025. The unaudited condensed consolidated interim financial information was reviewed by the audit committee of the Company.
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– 2 – CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS Six months ended 30 June 2026 2025 Notes RMB’000 RMB’000 (Unaudited) (Unaudited) REVENUE 4 1,881,134 3,792,305 Cost of sales (1,585,640) (3,698,829) Gross profit 295,494 93,476 Other income and gains, net 4 248,164 29,689 Selling and marketing expenses (212,681) (342,032) Administrative expenses (449,971) (642,180) Other operating expenses (378,905) (255,105) Fair value losses on investment properties, net (373,887) (122,004) Finance costs 5 (991,072) (1,008,122) Share of losses of: Associates (40,220) (41,747) Joint ventures (1,424,997) (873,725) LOSS BEFORE TAX 6 (3,328,075) (3,161,750) Income tax credits 7 740,033 990,068 LOSS FOR THE PERIOD (2,588,042) (2,171,682)
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– 3 – Six months ended 30 June 2026 2025 Note RMB’000 RMB’000 (Unaudited) (Unaudited) Attributable to: Owners of the Company (2,555,691) (2,053,365) Non-controlling interests (32,351) (118,317) (2,588,042) (2,171,682) LOSS PER SHARE ATTRIBUTABLE TO OWNERS OF THE COMPANY 9 Basic — For loss for the period RMB(75) cents RMB(60) cents Diluted — For loss for the period RMB(75) cents RMB(60) cents Details of the dividends declared for the reporting period are disclosed in note 8.
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– 4 – CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Six months ended 30 June 2026 2025 RMB’000 RMB’000 (Unaudited) (Unaudited) LOSS FOR THE PERIOD (2,588,042) (2,171,682) OTHER COMPREHENSIVE INCOME Other comprehensive income that may be reclassified to profit or loss in subsequent periods: Exchange differences on translation into presentation currency 507,669 178,029 Share of exchange differences on translation of joint ventures 136,521 45,939 Net other comprehensive income that may be reclassified to profit or loss in subsequent periods 644,190 223,968 Other comprehensive income that will not be reclassified to profit or loss in subsequent periods: Exchange differences on translation into presentation currency 796,208 322,114 Net other comprehensive income that will not be reclassified to profit or loss in subsequent periods 796,208 322,114 OTHER COMPREHENSIVE INCOME FOR THE PERIOD, NET OF TAX 1,440,398 546,082 TOTAL COMPREHENSIVE LOSS FOR THE PERIOD (1,147,644) (1,625,600) Attributable to: Owners of the Company (1,115,293) (1,507,283) Non-controlling interests (32,351) (118,317) (1,147,644) (1,625,600)
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– 5 – CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION As at 30 June 2026 31 December 2025 Notes RMB’000 RMB’000 (Unaudited) (Audited) NON-CURRENT ASSETS Property, plant and equipment 8,884,462 8,895,683 Investment properties 21,499,500 21,673,093 Land use rights 3,178,201 3,228,828 Interests in associates 6,649,761 6,821,286 Interests in joint ventures 29,239,865 30,853,287 Deferred tax assets 2,031,241 2,162,775 Total non-current assets 71,483,030 73,634,952 CURRENT ASSETS Properties under development 43,314,381 42,750,120 Completed properties held for sale 14,495,625 15,125,702 Trade receivables 10 261,361 246,729 Prepayments, other receivables and other assets 13,571,520 14,000,769 Due from a joint venture 19,129 19,129 Tax recoverables 1,146,348 1,152,269 Cash and bank balances 11 719,299 634,394 Total current assets 73,527,663 73,929,112 CURRENT LIABILITIES Trade and bills payables 12 19,281,511 19,188,197 Lease liabilities 8,426 9,140 Other payables and accruals 24,639,662 23,675,836 Due to joint ventures 7,837,526 7,861,285 Due to associates 1,190,843 1,316,824 Interest-bearing bank and other borrowings 50,422,744 53,047,057 Tax payables 12,796,225 13,640,945 Total current liabilities 116,176,937 118,739,284 NET CURRENT LIABILITIES (42,649,274) (44,810,172) TOTAL ASSETS LESS CURRENT LIABILITIES 28,833,756 28,824,780
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– 6 – As at 30 June 2026 31 December 2025 RMB’000 RMB’000 (Unaudited) (Audited) NON-CURRENT LIABILITIES Lease liabilities 37,429 40,045 Interest-bearing bank and other borrowings 21,759,820 20,560,153 Deferred tax liabilities 1,536,226 1,576,657 Deferred revenue 2,042 2,042 Total non-current liabilities 23,335,517 22,178,897 NET ASSETS 5,498,239 6,645,883 EQUITY Equity attributable to owners of the Company Issued capital 325,768 325,768 Reserves 259,256 1,374,549 585,024 1,700,317 Non-controlling interests 4,913,215 4,945,566 TOTAL EQUITY 5,498,239 6,645,883
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– 7 – Notes: 1. CORPORATE INFORMATION The Company is a limited liability company incorporated in the Cayman Islands. The registered office address of the Company is Cricket Square, Hutchins Drive, P.O. Box 2681, Grand Cayman, KY1-1111, Cayman Islands. During the period, the Group was involved in the following principal activities: • Property development • Property investment • Hotel operation In the opinion of the Directors, the immediate and ultimate holding company of the Company is Plus Earn Consultants Limited, which is incorporated in the British Virgin Islands. The unaudited condensed consolidated interim financial information was reviewed by the audit committee of the Company and approved by the Board for issue on 27 August 2026. 2. BASIS OF PREPARATION The unaudited condensed consolidated interim financial information has been prepared in accordance with Hong Kong Accounting Standard (“ HKAS”) 34 Interim Financial Reporting , issued by the Hong Kong Institute of Certified Public Accountants and the applicable disclosure requirements of Appendix 16 to the Rules Governing the Listing of Securities (the “ Listing Rules ”) on The Stock Exchange of Hong Kong Limited. The unaudited condensed consolidated interim financial information does not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the Group’s annual financial statements for the year ended 31 December 2025, which have been prepared in accordance with HKFRS Accounting Standards (which include all Hong Kong Financial Reporting Standards (“ HKFRSs ”), HKASs and Interpretations). Going concern basis For the six months ended 30 June 2026, the Group incurred a net loss of approximately RMB2,588,042,000, and as of that date, the Group had net current liabilities of approximately RMB42,649,274,000, the Group’s bank and other borrowings of approximately RMB50,422,744,000 that were repayable within one year while its cash and bank balances amounted to approximately RMB719,299,000. As at 30 June 2026, the aggregate principal amount and interest payables of the senior notes and bank and other borrowings in default or cross default are approximately RMB53,512,090,000. In addition, a winding-up petition against the Company dated 11 August 2025 (the “ Petition ”) was filed by Shandong Sunlight Xin Tiandi Micro-finance Company Limited at the High Court of the Hong Kong Special Administrative Region (the “ High Court ”) against the Company in relation to the outstanding debt in the principal amount of approximately RMB642,000,000 and interest accrued in the amount of approximately RMB136,240,000 guaranteed by the Company. The High Court has further adjourned the hearing for the Petition to 21 December 2026.
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– 8 – The above conditions indicate the existence of uncertainties of the Group’s ability to continue as a going concern. The directors have given careful consideration to the future liquidity and performance of the Group and its available sources of financing in assessing whether the Group will have sufficient financial resources to continue as a going concern. The following plans and measures are formulated to mitigate the liquidity pressure and to improve the financial position of the Group: (i) The Company is seeking legal advices to oppose the Petition to avoid winding-up order being granted by the High Court to wind up the Company. As aforementioned, the High Court has further adjourned the hearing for the Petition to 21 December 2026. (ii) On 15 June 2026, the Company has entered into a restructuring support agreement (the “ RSA”) with certain initial participating creditors (the “ Initial Participating Creditors ”), comprising members of the ad hoc group (“ AHG”) representing over 26.1% of the aggregate outstanding principal amount of the in-scope debt comprising of the Company’s offshore indebtedness of US$3,956 million senior notes, US$380 million syndicated bank loans and US$497 million certain other loan facilitates borrowed or guaranteed by the Company (collectively the “ In- Scope Debts ”) that will be subject to the restructuring of its offshore indebtedness (the “Restructuring ”). The RSA sets forth the terms of the Restructuring. The contemplated Restructuring is intended to (i) provide the Company with a long-term runway to stabilize the business; (ii) achieve a sustainable capital structure and enhance its net asset value; and (iii) protect the rights and interests, and maximize value, for all stakeholders. This is a significant milestone for the Company in its implementation of the Restructuring. The Company intends to implement the Restructuring through scheme of arrangement(s) in Hong Kong and/or Cayman Islands and to the extent that the Company and its advisers deem that it is necessary, through any other corporate action, legal proceedings or other procedure or step commenced for the primary purpose of implementing the Restructuring as agreed between the Company and the majority AHG. (iii) The Group will continue to implement measures to accelerate the pre-sales and sales of its properties under development and completed properties, and to speed up the collection of outstanding sales proceeds and other receivables. The Group is also negotiating with various interested parties on the disposal of en-bloc commercial properties, hotels, urban redevelopment projects and non-core property projects to further improve the cash position of the Group. (iv) The Group will closely monitor the progress of construction of its property development projects according to the delivery plans, maintain continuous communication with major contractors and suppliers, and negotiate payment arrangements to ensure construction progress is completed as planned. (v) The Group will continue to take active measures to control administrative costs and maintain containment of capital expenditures.
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– 9 – (vi) The Group will continue to seek suitable opportunities to dispose of its equity interests in joint ventures or associates which are engaged in property development projects in order to generate additional cash inflows. The Directors have reviewed the Group’s cash flow projections prepared by management, which cover not less than twelve months from 30 June 2026. They are of the opinion that, taking into account the abovementioned plans and measures, the Group will have sufficient working capital to finance its operations and to meet its financial obligations as and when they fall due within twelve months from 30 June 2026. Accordingly, the Directors are satisfied that it is appropriate to prepare the consolidated financial statements on a going concern basis. Notwithstanding the above, significant uncertainties exist as to whether the Group is able to achieve its plans and measures as described above. Whether the Group will be able to continue as a going concern would depend upon the following: (i) successfully avoid winding-up order to be granted by the High Court to wind up the Company; (ii) the successful and timely completion of the restructuring of the offshore debts of the Group; (iii) the effectiveness of the Group’s measures to accelerate the pre-sale of properties, speed up the collection of sales proceeds, and control administrative costs and contain capital expenditures; (iv) the successful disposal of en-bloc commercial properties, hotels, urban redevelopment projects and non-core property projects, and of the Group’s equity interests in certain joint ventures or associates which are engaged in property development projects when suitable. Should the Group be unable to achieve the above-mentioned plans and measures and operate as a going concern, adjustments would have to be made to write down the carrying values of the Group’s assets to their recoverable amounts, to provide for any further liabilities which might arise, and to reclassify non-current assets and non-current liabilities as current assets and current liabilities, respectively. The effects of these adjustments have not been reflected in these consolidated financial statements. 3. CHANGES TO THE GROUP’S ACCOUNTING POLICIES The accounting policies adopted in the preparation of the interim condensed consolidated financial information are consistent with those applied in the preparation of the Group’s annual consolidated financial statements for the year ended 31 December 2025, except for the adoption of the following amended HKFRS Accounting Standards for the first time for the current period’s financial information. Amendments to HKFRS 9 and HKFRS 7 Amendments to the Classification and Measurement of Financial Instruments Amendments to HKFRS 9 and HKFRS 7 Contracts Referencing Nature-dependent Electricity Annual Improvements to HKFRS Accounting Standards — Volume 11 Amendments to HKFRS 1, HKFRS 7, HKFRS 9, HKFRS 10 and HKAS 7 The adoption of the above new and amended HKFRS Accounting Standards has had no significant financial effect on the financial information and reference of the Group.
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– 10 – 4. REVENUE, OTHER INCOME AND GAINS, NET AND OPERATING SEGMENT INFORMATION Revenue, which is also the Group’s turnover, represents the gross proceeds from the sale of properties, gross rental income received and receivable from investment properties and gross revenue from hotel operation during the period. An analysis of revenue, other income and gains, net is as follows: Six months ended 30 June 2026 2025 RMB’000 RMB’000 (Unaudited) (Unaudited) Revenue: Revenue from contracts with customers Sale of properties 1,228,613 3,072,560 Hotel operation income 309,399 313,640 Revenue from other sources Gross rental income 343,122 406,105 1,881,134 3,792,305 Other income and gains, net: Interest income 288 1,536 Gains from debt restructuring 116,601 — Others 131,275 28,153 248,164 29,689 For management purposes, the Group is organised into three reportable operating segments as follows: (a) Property development: Sale of properties (b) Property investment: Leasing of properties (c) Hotel operation: Operation of hotels The property development projects undertaken by the Group and its joint ventures and associates during the period are mainly located in Mainland China and Hong Kong.
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– 11 – Management monitors the results of the Group’s operating segments separately for the purpose of making decisions about resources allocation and performance assessment. Segment performance is evaluated based on reportable segment profit/(loss), which is a measure of adjusted loss before tax. The adjusted loss before tax is measured consistently with the Group’s loss before tax except that interest income, finance costs, as well as head office and corporate income and expenses are excluded from such measurement. The Group’s revenue from contracts with customers is derived solely from its operations in Mainland China. The Group’s revenue from contracts with customers for the six months ended 30 June 2026 as follows: Property development Hotel operation Total RMB’000 RMB’000 RMB’000 (Unaudited) (Unaudited) (Unaudited) Type of revenue recognition: Sales of properties 1,228,613 — 1,228,613 Provision of services — 309,399 309,399 Total revenue from contracts with customers 1,228,613 309,399 1,538,012 Timing of revenue recognition: Recognised at a point in time 1,205,661 — 1,205,661 Recognised over time 22,952 309,399 332,351 Total revenue from contracts with customers 1,228,613 309,399 1,538,012
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– 12 – The Group’s revenue from contracts with customers for the six months ended 30 June 2025 as follows: Property development Hotel operation Total RMB’000 RMB’000 RMB’000 (Unaudited) (Unaudited) (Unaudited) Type of revenue recognition: Sales of properties 3,072,560 — 3,072,560 Provision of services — 313,640 313,640 Total revenue from contracts with customers 3,072,560 313,640 3,386,200 Timing of revenue recognition: Recognised at a point in time 3,043,226 — 3,043,226 Recognised over time 29,334 313,640 342,974 Total revenue from contracts with customers 3,072,560 313,640 3,386,200 The segment results for the six months ended 30 June 2026 are as follows: Property development (Note) Property investment Hotel operation Total RMB’000 RMB’000 RMB’000 RMB’000 (Unaudited) (Unaudited) (Unaudited) (Unaudited) Segment revenue: Sales to external customers and revenue 1,228,613 343,122 309,399 1,881,134 Segment results (2,129,852) (134,434) 58,509 (2,205,777) Reconciliation: Interest income and unallocated income 248,164 Unallocated expenses (379,390) Finance costs (991,072) Loss before tax (3,328,075) Income tax credits 740,033 Loss for the period (2,588,042)
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– 13 – The segment results for the six months ended 30 June 2025 are as follows: Property development (Note) Property investment Hotel operation Total RMB’000 RMB’000 RMB’000 RMB’000 (Unaudited) (Unaudited) (Unaudited) (Unaudited) Segment revenue: Sales to external customers and revenue 3,072,560 406,105 313,640 3,792,305 Segment results (1,851,814) 168,335 67,808 (1,615,671) Reconciliation: Interest income and unallocated income 29,689 Unallocated expenses (567,646) Finance costs (1,008,122) Loss before tax (3,161,750) Income tax credits 990,068 Loss for the period (2,171,682) Note: The segment results include share of losses of joint ventures and associates. 5. FINANCE COSTS An analysis of the Group’s finance costs is as follows: Six months ended 30 June 2026 2025 RMB’000 RMB’000 (Unaudited) (Unaudited) Interest on bank and other borrowings 2,225,304 2,543,808 Interest on lease liabilities 428 1,538 Less: Interest capitalised (1,234,660) (1,537,224) 991,072 1,008,122
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– 14 – 6. LOSS BEFORE TAX The Group’s loss before tax is arrived at after charging/(crediting): Six months ended 30 June 2026 2025 RMB’000 RMB’000 (Unaudited) (Unaudited) Cost of properties sold 1,408,546 3,504,344 Cost of services provided 177,094 194,485 Depreciation 129,127 137,803 Amortisation of land use rights 50,627 49,257 Less: Amount capitalised in assets under construction (31,255) (30,058) 19,372 19,199 Loss/(gain) on disposal of items of property, plant and equipment 20,753 (6) Employee benefit expense (excluding Directors’ and chief executive’s remuneration): Wages and salaries 163,096 134,504 Pension scheme contributions (defined benefit plans) 12,256 13,547 175,352 148,051 Less: Amount capitalised in assets under construction, properties under development and investment properties under development (8,635) (16,617) 166,717 131,434 Impairment losses recognised for properties under development and completed properties held for sales* 117,318 255,105 * The item is included in “Other operating expenses” in the condensed consolidated statement of profit or loss.
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– 15 – 7. INCOME TAX CREDITS Six months ended 30 June 2026 2025 RMB’000 RMB’000 (Unaudited) (Unaudited) Current – in the People’s Republic of China (“ PRC”) Corporate income tax (“ CIT”) (817,635) (995,472) Land appreciation tax (“ LAT”) (13,501) 24,208 (831,136) (971,264) Deferred 91,103 (18,804) Total tax credits for the period (740,033) (990,068) Hong Kong profits tax No Hong Kong profits tax has been provided because the Group did not generate any assessable profits arising in Hong Kong during the six months ended 30 June 2026 and 2025. PRC CIT PRC CIT in respect of operations in the PRC have been calculated at the applicable tax rate on the estimated assessable profits for the six months ended 30 June 2026 and 2025, based on existing legislation, interpretations and practices in respect thereof. PRC LAT PRC LAT are levied at progressive rates ranging from 30% to 60% on the appreciation of the land value, being the proceeds from the sale of properties less deductible expenditures including amortisation of land use rights, borrowing costs and all property development expenditures. 8. DIVIDENDS The Board has resolved not to declare any interim dividend in respect of the six months ended 30 June 2026 (2025: Nil).
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– 16 – 9. LOSS PER SHARE ATTRIBUTABLE TO OWNERS OF THE COMPANY The calculation of the basic loss per share amounts for the six months ended 30 June 2026 is based on the loss for the period attributable to owners of the Company, and the weighted average number of ordinary shares of 3,418,883,945 (2025: 3,418,883,945) in issue during the period. For the six months ended 30 June 2026, the calculation of the diluted loss per share amounts is based on the loss for the period attributable to owners of the Company, and the weighted average number of ordinary shares used in the calculation is the number of ordinary shares in issue during the period, as used in the basic loss per share calculation of 3,418,883,945 (2025: 3,418,883,945). Diluted loss per share amount for the period ended 30 June 2026 and 2025 was the same as the basic loss per share as the Group had no potentially dilutive ordinary shares in issue during the period. The calculations of the basic and diluted loss per share amounts are based on: Six months ended 30 June 2026 2025 RMB’000 RMB’000 (Unaudited) (Unaudited) Loss Loss attributable to owners of the Company (2,555,691) (2,053,365) Number of shares Six months ended 30 June 2026 2025 (Unaudited) (Unaudited) Shares Weighted average number of ordinary shares in issue during the period 3,418,883,945 3,418,883,945 10. TRADE RECEIVABLES Trade receivables mainly consist of receivables from the sale of properties, rentals under operating leases and hotel operation. The payment terms of the sale of properties are stipulated in the relevant sale and purchase agreements. An ageing analysis of the trade receivables as at the end of the reporting period is as follows: As at 30 June 2026 31 December 2025 RMB’000 RMB’000 (Unaudited) (Audited) Within 3 months 135,481 132,489 7 to 12 months 21,717 78,519 Over 1 year 104,163 35,721 261,361 246,729
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– 17 – 11. CASH AND BANK BALANCES As at 30 June 2026 31 December 2025 RMB’000 RMB’000 (Unaudited) (Audited) Cash and bank balances 719,299 634,394 Less: Restricted cash (418,997) (448,253) Cash and cash equivalents 300,302 186,141 12. TRADE AND BILLS PAYABLES An ageing analysis of the trade and bills payables as at the end of the reporting period is as follows: As at 30 June 31 December 2026 2025 RMB’000 RMB’000 (Unaudited) (Audited) Within 1 year 14,330,849 15,618,592 Over 1 year 4,950,662 3,569,605 19,281,511 19,188,197 The trade and bills payables are non-interest-bearing and are normally settled on demand.
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– 18 – MANAGEMENT DISCUSSION AND ANALYSIS Financial Review Revenue Revenue of the Group comprises primarily the (i) gross proceeds from the sale of properties, (ii) gross recurring revenue received and receivable from investment properties and (iii) gross revenue from hotel room rentals, food and beverage sales and other ancillary services when the services are rendered. The revenue is primarily generated from its three business segments: property development, property investment and hotel operation. The revenue amounted to approximately RMB1,881.1 million in the first half of 2026, representing a decrease of 50.4% from approximately RMB3,792.3 million for the corresponding period in 2025. The revenue generated from property development, property investment and hotel operation were approximately RMB1,228.6 million, RMB343.1 million and RMB309.4 million, respectively, during the six months ended 30 June 2026. Proportionate revenue amounted to approximately RMB3,229.7 million in the first half of 2026, representing a decrease of 42.7% from approximately RMB5,641.4 million for the corresponding period in 2025. Property development Revenue generated from property development decreased by 60.0% to approximately RMB1,228.6 million for the six months ended 30 June 2026 from approximately RMB3,072.6 million for the corresponding period in 2025, primarily due to a decrease in the total gross floor area (“ GFA”) delivered from 348,103 sq.m. for the corresponding period in 2025 to 145,308 sq.m. in the first half of 2026. The average selling price (“ ASP”) decreased from RMB8,827 per sq.m. for the corresponding period in 2025 to RMB8,455 per sq.m. for the six months ended 30 June 2026.
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– 19 – Proportionate revenue generated from property development decreased by 54.0% to approximately RMB2,179.2 million for the six months ended 30 June 2026 from approximately RMB4,741.4 million for the corresponding period in 2025, primarily due to the decrease in the total GFA delivered to 185,123 sq.m. for the six months ended 30 June 2026 from 470,133 sq.m. for the corresponding period in 2025. The proportionate ASP increased from RMB10,085 per sq.m. for the corresponding period in 2025 to RMB11,771 per sq.m. for the six months ended 30 June 2026. Property investment Revenue generated from property investment decreased by 15.5% to approximately RMB343.1 million for the six months ended 30 June 2026 from approximately RMB406.1 million for the corresponding period in 2025, primarily due to the decrease in volume of rental business. Hotel operation Revenue generated from hotel operation decreased by 1.4% to approximately RMB309.4 million for the six months ended 30 June 2026 from approximately RMB313.6 million for the corresponding period in 2025. Cost of Sales Cost of sales of the Group primarily represents the costs incurred directly for the Group’s property development activities. The principal component of cost of sales is cost of properties sold, which includes the direct costs of construction, costs of obtaining land use rights and capitalised borrowing costs on related borrowed funds during the period of construction. Cost of sales decreased by 57.1% to approximately RMB1,585.6 million for the six months ended 30 June 2026 from approximately RMB3,698.8 million for the corresponding period in 2025. The decrease was primarily due to the decrease in total GFA delivered in sales of properties. Land cost per sq.m. decreased from RMB3,689 for the corresponding period in 2025 to RMB2,884 for the six months ended 30 June 2026. Construction cost per sq.m. increased from RMB4,420 for the corresponding period in 2025 to RMB4,848 for the six months ended 30 June 2026.
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– 20 – Proportionate cost of sales amounted to approximately RMB3,040.6 million in the fist half of 2026, representing a decrease of 49.1% from approximately RMB5,973.2 million for the corresponding period in 2025. Proportionate land cost per sq.m. increased from RMB4,942 in the corresponding period in 2025 to RMB5,384 in the first half of 2026. Proportionate construction cost per sq.m. increased from RMB5,410 in the corresponding period in 2025 to RMB5,754 in the first half of 2026. Gross Profit Gross profit of the Group increased by 216.1% to approximately RMB295.5 million for the six months ended 30 June 2026 from approximately RMB93.5 million for the corresponding period in 2025. The increase of gross profit was principally due to the higher contribution from the segments of property investment and hotel operation, with a higher-margin in the first half of 2026. Other Income and Gains, Net Other income and gains increased by 735.9% to approximately RMB248.2 million for the six months ended 30 June 2026 from approximately RMB29.7 million for the corresponding period in 2025, which mainly due to the proceeds from the restructuring of domestic bonds. Selling and Marketing Expenses Selling and marketing expenses of the Group decreased by 37.8% to approximately RMB212.7 million for the six months ended 30 June 2026 from approximately RMB342.0 million for the corresponding period in 2025, which mainly due to the decrease in sales leading to a reduction in related expenses. Administrative Expenses Administrative expenses of the Group decreased by 29.9% to approximately RMB450.0 million for the six months ended 30 June 2026 from approximately RMB642.2 million for the corresponding period in 2025. This was mainly due to the optimization and adjustment of the enterprise’s organizational structure, which had helped in saving costs. Other Operating Expenses The Group reported other operating expenses of approximately RMB378.9 million for the six months ended 30 June 2026 (2025: approximately RMB255.1 million). This was attributable to impairment losses made on properties developed by the Group and exchange loss.
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– 21 – Fair Value Losses on Investment Properties, Net The Group reported fair value losses on investment properties of approximately RMB373.9 million for the six months ended 30 June 2026 (2025: approximately RMB122.0 million), mainly related to a revaluation losses during the period. Finance Costs Finance costs of the Group being approximately RMB991.1 million for the six months ended 30 June 2026 (2025: approximately RMB1,008.1 million), were related to the borrowing costs on certain general corporate loans and partial senior notes. Since such borrowings were not earmarked for project development, they had not been capitalised. Share of Losses of Joint Ventures The Group recorded a share of losses of joint ventures of approximately RMB1,425.0 million for the six months ended 30 June 2026 (2025: approximately RMB873.7 million). This is mainly attributable to the increase in bad debt provisions for some joint ventures in the current period. Income Tax Credits The Group recorded income tax credits of approximately RMB740.0 million in the first half of 2026, whereas income tax credits of approximately RMB990.1 million was recorded in the corresponding period of 2025. It was mainly due to the reversal of income tax expense accrued in previous years that were no longer required to be paid. Loss for the Period The Group reported loss for the period of approximately RMB2,588.0 million for the six months ended 30 June 2026 (2025: approximately RMB2,171.7 million). Liquidity, Financial and Capital Resources Cash Position As at 30 June 2026, the carrying amounts of the Group’s cash and bank balances were approximately RMB719.3 million (31 December 2025: approximately RMB634.4 million). Pursuant to relevant regulations in the PRC, certain property development companies of the Group are required to place a certain amount of pre-sales proceeds received at designated bank accounts as guarantee deposits for construction of the relevant properties. As at 30 June 2026, the Group’s restricted cash was approximately RMB419.0 million (31 December 2025: approximately RMB448.3 million).
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– 22 – Borrowings and Charges on the Group’s Assets As at 30 June 2026, the Group’s bank and other loans, senior notes and domestic corporate bonds were approximately RMB40,447.1 million, RMB26,596.4 million and RMB5,139.0 million respectively. Amongst the bank and other loans, approximately RMB23,826.3 million will be repayable within 1 year, approximately RMB10,481.6 million will be repayable between 2 and 5 years and approximately RMB6,139.2 million will be repayable over 5 years. All of the senior notes have been represented as current liabilities. Amongst the domestic corporate bonds, approximately RMB814.2 million will be repayable between 2 and 5 years and approximately RMB4,324.8 million will be repayable over 5 years. As at 30 June 2026, the Group’s bank and other loans of approximately RMB40,039.2 million and domestic corporate bonds of approximately RMB5,139.0 million were secured by buildings, land use rights, investment properties, properties under development, completed properties held for sale, receivables from properties sold and equity interests of certain subsidiaries of the Group. The senior notes were jointly and severally guaranteed by certain subsidiaries of the Group and were secured by the pledges of their shares. The carrying amounts of all the Group’s bank and other loans were denominated in RMB except for certain loan balances with an aggregate amount of approximately RMB1,741.0 million and RMB1,095.2 million as at 30 June 2026 which were denominated in Hong Kong dollar and U.S. dollar respectively. All of the Group’s bank and other loans were charged at floating interest rates except for loan balances with an aggregate amount of approximately RMB9,538.9 million which were charged at fixed interest rates as at 30 June 2026. The Group’s senior notes and domestic corporate bonds were denominated in U.S. dollar and RMB respectively and charged at fixed interest rates as at 30 June 2026. Gearing Ratio The gearing ratio is measured by the net borrowings (total borrowings net of cash and cash equivalents and restricted cash) over the total equity. As at 30 June 2026, the gearing ratio was 1,299.7% (31 December 2025: 1,098.0%).
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– 23 – Risk of Exchange Rate Fluctuation The Group mainly operates in the PRC, so most of its revenue and expenses are measured in RMB. The value of RMB against the U.S. dollar and other currencies may fluctuate and is affected by, among other things, changes in PRC’s political and economic conditions. The conversion of RMB into foreign currencies, including the U.S. dollar and the Hong Kong dollar, has been based on rates set by the People’s Bank of China. In the first half of 2026, the exchange rates of RMB against the U.S. dollar and the Hong Kong dollar increased and the Board expects that any fluctuation of RMB’s exchange rate will not have material adverse effect on the operations of the Group. Contingent Liabilities (i) As at 30 June 2026, the Group had the contingent liabilities relating to guarantees given to banks in respect of mortgage facilities for certain purchasers amounting to approximately RMB7,719.6 million (31 December 2025: approximately RMB8,471.2 million). This represented the guarantees in respect of mortgage facilities granted by banks relating to the mortgage loans arranged for purchasers of the Group’s properties. Pursuant to the terms of the guarantees, upon default in mortgage payments by these purchasers, the Group is responsible to repay the outstanding mortgage principals together with accrued interests and penalties owed by the defaulting purchasers to the banks and the Group is entitled to take over the legal title and possession of the related properties. The Group’s guarantee period starts from the dates of grant of the relevant mortgage loans and ends upon issuance of real estate ownership certificates, which will generally be available within one to two years after the purchasers take possession of the relevant properties. The fair value of the guarantees is not significant and the Board considers that in case of default in payments by the purchasers, the net realisable value of the related properties will be sufficient to cover the repayment of the outstanding mortgage principals together with the accrued interests and penalties and therefore no provisions have been made in the financial information as at 30 June 2026 and the financial statements as at 31 December 2025 for the guarantees. (ii) As at 30 June 2026 and 31 December 2025, the Group had provided guarantees in respect of certain bank loans for its joint ventures, associates , third parties and related companies.
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– 24 – MANAGEMENT DISCUSSION AND ANALYSIS Market Review In the first half of 2026, Mainland China’s property market continued its process of bottoming out and recovery, exhibiting an overall pattern characterized by a moderating contraction in aggregate volume, intensifying K-shaped divergence and stabilization in certain markets. The market gradually transitioned from a policy-driven floor towards an endogenous recovery. However, the national market as a whole remained under pressure, with pronounced divergence across different cities, property developers and product tiers. According to data from the National Bureau of Statistics, from January to June 2026, the nationwide property development investment amounted to RMB3,807.4 billion, representing a year-on-year decrease of 18.0%. The sales area of commodity properties reached 401.40 million sq.m., down 11.6% year-on-year, whilst the sales execution of commodity properties decreased by 13.6% year-on-year to RMB3,794.5 billion in aggregate. Compared with the first half of 2025, the rates of decline in both investment and sales expanded, reflecting that the foundation for market recovery remained fragile, home buyers maintained a wait-and-see attitude and home-buying confidence was insufficient. Available funds for property development enterprises decreased by 20.2% year-on-year to RMB4,023.3 billion, with the rate of decline expanding by 6.8% compared with the corresponding period last year, primarily reflected in the financing difficulties and stringent approval procedures faced by privately owned property developers. From the perspective of city category, core cities were the first to show resilience in 2026. In the first half of 2026, the cumulative area of secondary residential property transactions across 20 key national cities increased by approximately 5.6% year-on-year, with transaction area in Beijing, Shanghai and Shenzhen all recording year-on-year growth. Average sales prices of secondary residential properties in first-tier cities ceased falling and turned upward on a month-on-month basis starting from March 2026, moving in tandem with transaction volume. However, many lower-tier cities continued to face pressure from insufficient demand and elevated inventory levels. Divergence in land market transactions intensified, with land transactions in weak tier-2, tier-3 and tier-4 cities remaining persistently weak. Overall, the real estate market maintained an adjustment trend, with sales strategies of price concessions to drive volume being common among property enterprises, and it is expected that market prices required more time to recover.
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– 25 – Business Review Amidst industry volatility, KWG Group faced numerous difficulties yet consistently confronted sector challenges with a proactive stance. The Group steadily advanced its operations in accordance with the three core tasks of “ensuring property, boosting sales and resolving debts”, making every effort to safeguard the delivery of sold projects, expanding sales channels to promote fund recovery, continuously advancing the implementation of onshore and offshore debt restructurings, and striving to maintain the stability of daily operations. In the first half of 2026, the Group had a total of 138 major projects (excluding residual projects), spanning 42 cities in Chinese Mainland and Hong Kong. The Group recorded property sales revenue of RMB1.229 billion and gross pre-sale of RMB2.050 billion in the first half of the year, with a pre-sales area of 91,000 sq.m. at an average pre-selling price of RMB22,527 per sq.m. As the Group’s core business region, the Guangdong-Hong Kong-Macao Greater Bay Area continued to play a stabilizing role to its results, contributing approximately 80% of the total. The Group’s land reserve, in terms of attributable gross floor area, was 10,990,000 sq.m., with an attributable interest ratio of approximately 76%, mainly distributed in high-tier cities such as Beijing, Shanghai, Guangzhou, Shenzhen, Hong Kong, Chengdu, Tianjin and Foshan. From January to June 2026, the Group continued to implement work arrangements to secure property delivery, making every effort to fulfil its delivery commitments. Despite the severe market environment, the Group still managed to deliver approximately 1,490 houses with a delivery area of approximately 260,000 sq.m., honoring its delivery commitments through concrete actions. Investment Properties and Hotels KWG Group has maintained a long-standing presence in the commercial sector for many years, consistently serving customers with high-quality operations and providing comprehensive investment property portfolio services spanning shopping malls, office buildings and hotels. As of the end of June 2026, the Group had 11 shopping malls under operation, 9 office buildings, 14 self-operated branded hotels under development and management, and 4 cooperative hotels with foreign brands. From January to June 2026, the Group’s rental income amounted to RMB343 million, representing a decrease from the corresponding period last year. At present, the consumer market is recovering at a moderate pace, and the commercial property sector as a whole faces a situation where supply exceeds demand, putting pressure on the willingness to lease and payment capacity of micro, small and medium-sized enterprises. In response to this situation, the Group continues to optimize its tenant mix, upgrade and revitalize aging physical facilities, and improve overall operational and service standards, striving to safeguard its core operations.
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– 26 – In terms of hotel business, revenue for the period from January to June 2026 amounted to RMB309 million, remaining basically the same year-on-year and maintaining stable operations amid a subdued consumer market. Benefiting from the Group’s long- accumulated hotel management experience and stable cooperation with international hotel brands, the market recognition of its own brand, The Mulian, continued to grow. Together with partner hotels, it maintained relatively stable occupancy rates despite weak business travel demand, displaying revenue resilience. The Group will continue to promote the expansion of The Mulian hotel brand across key cities while refining the management standards of existing hotels to further unleash the operational potential of its hotel business. Outlook In the second half of 2026, the Chinese real estate market will remain in a phase where bottoming-out adjustment and structural reshaping proceed in parallel. Although aggregate indicators such as development investment and new property sales are unlikely to reverse in the short term, secondary property transactions in core cities remain active, new property supply is contracting in an orderly manner, and property purchase policies across major key cities are being further optimized, with the market building recovery momentum at the bottom. It is expected that subsequent policies will continue to focus on the three main directions of “stabilizing expectations, managing risks and promoting transformation”. Through a combination of measures, such as purchasing commodity properties for use as affordable housing, optimizing purchase and lending restrictions, and reducing property purchasing costs, policies will support the orderly release of demand for basic and upgraded housing, guiding the industry to gradually depart from the old development model of high leverage and high turnover towards high-quality and endogenous growth. Against this backdrop, KWG Group will build upon its existing resources and focus on steadily advancing three core tasks. First, it will concentrate resources to accelerate sales de-stocking for high-quality projects in the Greater Bay Area and core cities, while executing quality assets disposal to maximize cash recovery and safeguard operational solvency. Second, it will adhere strictly to its baseline commitment to project delivery, honoring commitments to customers through high-quality and timely deliveries, and maintaining brand reputation and market confidence through the continuous execution of benchmark projects. Third, it will firmly advance the implementation of debt restructuring; following the interim progress achieved in onshore and offshore restructurings, the Group will continue active communication with creditors, striving to complete the restructuring as soon as possible to create conditions for the Group’s future high-quality transformation. The Group will consistently adhere to the brand philosophy of “building home with heart, creating future with aspiration”, deepening its presence in core cities from a long- term perspective, and continuously creating long-term value for customers, partners and investors.
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– 27 – The Group’s Property Development Overview As of 30 June 2026, the Group’s main projects are located in Guangzhou, Suzhou, Chengdu, Beijing, Hainan, Shanghai, Tianjin, Nanning, Hangzhou, Nanjing, Foshan, Hefei, Ezhou, Xuzhou, Jiaxing, Taizhou, Chongqing, Taicang, Zhaoqing, Zhongshan, Liuzhou, Shenzhen, Huizhou, Jiangmen, Yancheng and Hong Kong. No. Project District Type of Product Total GFA Attributable to the Group’s Interest Interest Attributable to the Group (’000 sq.m.) (%) 1 The Summit Guangzhou Residential/villa/serviced apartment/office/ commercial/hotel 747 100 2 International Metropolitan Plaza Guangzhou Office/commercial 39 50 3 KWG Flourishing Biotech Square Guangzhou Office/commercial 84 100 4 KWG Skysite Guangzhou Villa/serviced apartment/ office/commercial/hotel 295 100 5 The Eden Guangzhou Residential/commercial 2 50 6 Paradise by Moony Sky Guangzhou Villa/hotel 37 100 7 Essence of City Guangzhou Residential/villa/ commercial 13 100 8 International Commerce Place Guangzhou Office/commercial 50 50 9 CFC (including Mayfair and IFE (International Finance Edifice)) Guangzhou Serviced apartment/office/ commercial 4 33.33 10 The Horizon Guangzhou Residential/villa/serviced apartment/office/ commercial/hotel 14 50 11 Blooming River Guangzhou Residential/villa/ commercial 38 50 12 Nansha River Paradise Guangzhou Residential/commercial 4 50 13 V-city Guangzhou Serviced apartment/ commercial 117 70 14 Montkam Guangzhou Residential/villa 3 30 15 The Beryl (Guangzhou Development Area Hotel A Project) Guangzhou Villa/serviced apartment/ commercial/hotel 10 60 16 The Beryl (Guangzhou Development Area Hotel B Project) Guangzhou Villa/serviced apartment/ office/commercial 21 100 17 Landmark Arte Masterpiece Guangzhou Residential/serviced apartment/commercial 88 100 18 Clover Shades Guangzhou Residential/commercial 11 62.5 19 The Emerald Guangzhou Residential 50 100
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– 28 – No. Project District Type of Product Total GFA Attributable to the Group’s Interest Interest Attributable to the Group (’000 sq.m.) (%) 20 KWG Biovalley Guangzhou Villa/serviced apartment/ office/commercial 192 80 21 Longyatt Mansion Guangzhou Residential/commercial 60 100 22 Dreams Garden Guangzhou Residential/commercial 238 100 23 Lakeside Mansion Guangzhou Residential/commercial 291 100 24 Richmond Greenville Guangzhou Residential 63 100 25 Guangzhou Nansha Project Guangzhou Educational 89 60 26 The Star Garden Guangzhou Residential/commercial 222 100 27 ONE68 Guangzhou Serviced apartment/office/ commercial/hotel 69 100 28 IFP Guangzhou Office/commercial 61 100 29 Four Points by Sheraton Guangzhou, Dongpu Guangzhou Hotel 35 100 30 The Mulian Huadu Guangzhou Hotel 25 100 31 W Hotel/W Serviced Apartments Guangzhou Hotel/serviced apartment 80 100 32 The Mulian Guangzhou Guangzhou Hotel 8 100 33 The Sapphire Suzhou Residential/serviced apartment/office/ commercial/hotel 37 100 34 Suzhou Apex Suzhou Residential/serviced apartment/commercial/ hotel 126 100 35 Leader Plaza Suzhou Serviced apartment/office/ commercial 21 100 36 Fortune Plaza Suzhou Office/commercial/hotel 18 100 37 Suzhou Jade Garden Suzhou Residential/commercial 2 100 38 Swan Harbor Park Suzhou Residential/serviced apartment/office/ commercial/hotel 87 50 39 Blessedness Seasons Suzhou Residential/commercial 2 49 40 The Vision of the World Chengdu Residential/serviced apartment/commercial 37 100 41 Chengdu Cosmos Chengdu Residential/serviced apartment/office/ commercial/hotel 225 100 42 Yunshang Retreat Chengdu Residential/villa/serviced apartment/commercial/ hotel 563 55 43 The Jadeite Chengdu Residential/villa/ commercial/hotel 22 100
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– 29 – No. Project District Type of Product Total GFA Attributable to the Group’s Interest Interest Attributable to the Group (’000 sq.m.) (%) 44 Fragrant Seasons Beijing Residential/villa/serviced apartment/commercial 1 100 45 La Villa Beijing Residential/villa/ commercial 1 50 46 Beijing Apex Beijing Residential/villa/serviced apartment/commercial 2 50 47 M • Cube Beijing Commercial 16 100 48 Uptown Riverside I Beijing Serviced apartment/office/ commercial 126 100 49 Uptown Riverside II Beijing Serviced apartment/office/ commercial 48 100 50 Rose and Ginkgo Mansion Beijing Residential/villa/office/ commercial 24 33 51 The Core of Center (Beijing Niulanshan Complex Project) Beijing Residential/villa/ commercial/hotel 168 100 52 New Chang’an Mansion Beijing Residential/office/ commercial/hotel 30 100 53 Pearl Coast Hainan Residential/villa/ commercial/hotel 80 100 54 Moon Bay Hainan Residential/villa/ commercial/hotel 325 100 55 The Cloud World Hainan Villa/commercial 76 100 56 International Metropolis Plaza Shanghai Office/commercial 39 100 57 Shanghai Sapphire Shanghai Residential/serviced apartment/commercial 43 85.3 58 Amazing Bay Shanghai Residential/serviced apartment/office/ commercial/hotel 24 50 59 Vision of the World Shanghai Residential/serviced apartment/commercial/ hotel 57 51 60 Glory Palace Shanghai Residential 3 100 61 KWG Biovalley Shanghai Office/commercial 121 90 62 Jinnan New Town Tianjin Residential/office/ commercial/hotel 187 25 63 Tianjin The Cosmos Tianjin Residential/villa/ commercial 173 100 64 Tianjin Apex Tianjin Residential/office/ commercial 32 100 65 Beautiful and Happy Life Tianjin Residential/commercial 4 100
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– 30 – No. Project District Type of Product Total GFA Attributable to the Group’s Interest Interest Attributable to the Group (’000 sq.m.) (%) 66 Joy Fun City Tianjin Residential/commercial 159 60 67 The Core of Center Nanning Residential/villa/serviced apartment/commercial/ hotel 240 100 68 International Finance Place Nanning Office/commercial 57 100 69 Top of World Nanning Residential/villa/serviced apartment/commercial/ hotel 78 100 70 Fragrant Season Nanning Residential/villa/ commercial 8 100 71 Impression Discovery Bay I Nanning Residential/commercial 1 34 72 Impression Discovery Bay II Nanning Residential/commercial 3 34 73 Emerald City Nanning Residential/serviced apartment/commercial 228 100 74 The Moon Mansion Hangzhou Residential/villa 3 100 75 Sky Ville Hangzhou Residential/villa 1 100 76 Puli Oriental Hangzhou Residential/commercial 8 50 77 Malus Moon Hangzhou Residential/villa/ commercial 4 100 78 Precious Mansion Hangzhou Residential/office/ commercial 28 100 79 Season Mix Hangzhou Residential/commercial/ hotel 14 25 80 South Bank Palace Nanjing Residential/commercial 1 19.75 81 Ruyi Palace Nanjing Residential/commercial 1 50 82 Oriental Bund Foshan Residential/villa/serviced apartment/commercial/ hotel 815 50 83 The Riviera Foshan Residential/commercial 10 100 84 Foshan Apex Foshan Residential/serviced apartment/commercial 6 50 85 China Image Foshan Residential/commercial 3 34 86 The One Hefei Residential/commercial 11 100 87 Park Mansion Hefei Residential 4 100 88 The Buttonwood Season I Ezhou Residential/villa/ commercial 9 100 89 The Buttonwood Season II Ezhou Residential/villa/ commercial 131 100 90 Exquisite Bay Xuzhou Residential/commercial 6 100 91 Fragrant Seasons Xuzhou Residential/commercial 11 50
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– 31 – No. Project District Type of Product Total GFA Attributable to the Group’s Interest Interest Attributable to the Group (’000 sq.m.) (%) 92 Majestic Mansion Jiaxing Residential/commercial 3 100 93 Noble Peak Jiaxing Residential 2 100 94 International Commercial Plaza Jiaxing Residential/serviced apartment/office/ commercial/hotel 289 100 95 Top of World Residence I Taizhou Residential 1 100 96 Top of World Residence II Taizhou Residential/commercial 4 100 97 Linhai Mansion Taizhou Residential/commercial 2 100 98 Lead Peak Mansion Taizhou Residential/commercial 1 100 99 Emerald the Bay Taizhou Residential/serviced apartment/office/ commercial 255 50 100 Jinan Tianchen Jinan Residential/commercial 1 20 101 The Inherited Villa Changshu Residential 1 25 102 The Riviera Chongqing Chongqing Residential/commercial/ hotel 9 100 103 The Cosmos Chongqing Chongqing Residential/serviced apartment/office/ commercial/hotel 213 100 104 The Moon Mansion Chongqing Residential/commercial 1 39 105 Mansion of Jasper Chongqing Residential/commercial 1 50 106 Jade Moon Villa Chongqing Residential/commercial 1 50 107 Jinzhu Tianyi Huayuan Taicang Residential 13 100 108 Exquisite Palace Wuxi Residential/commercial 1 45 109 Vision of the World Zhaoqing Residential/commercial 69 100 110 River View Mansion Zhaoqing Residential/commercial 1 33 111 The Moon Mansion Zhongshan Residential/commercial 31 50 112 Serenity in Prosperity Nantong Residential/villa/ commercial 4 51 113 Oriental Beauty Nantong Residential 1 70 114 The Moon Mansion Liuzhou Residential/villa/ commercial 4 100 115 Fortunes Season Liuzhou Residential/commercial/ hotel/educational 757 100 116 Shenzhen Bantian Project Shenzhen Serviced apartment/office/ commercial/hotel 61 100 117 Grand Oasis Shenzhen Serviced apartment/office/ commercial/hotel 6 55
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– 32 – No. Project District Type of Product Total GFA Attributable to the Group’s Interest Interest Attributable to the Group (’000 sq.m.) (%) 118 Shenzhen Longhua Project Shenzhen Residential/office/ commercial/industrial/ educational 79 50 119 Skyline Seasons Huizhou Residential/commercial 196 100 120 Huizhou Longmen Project- Educational#[2019]011 Huizhou Educational 11 100 121 Huizhou Longmen Project- Educational#[2019]014 Huizhou Educational 61 100 122 Jiangmen Apex International Jiangmen Residential/serviced apartment/commercial 28 100 123 Cullinan Mansion Wenzhou Residential/commercial 2 100 124 Art Wonderland Dongguan Residential/commercial 1 12.5 125 Center Mansion Dongguan Residential/villa/ commercial 1 20 126 Yangzhou Apex Yangzhou Residential/commercial 81 100 127 Parkview Palace Ningbo Residential 2 49 128 Meishan Apex Meishan Residential/commercial 1 100 129 River State Meishan Residential/commercial 31 34 130 Chenzhou Wangxian Eco-tourism Project Chenzhou Residential/villa 61 50 131 KWG Tusholdings Ice Snow Wuzhou Residential/commercial 209 100 132 Meet Xi’an Serviced apartment/ commercial/hotel 2 100 133 Salar de Uyuni Zhaotong Residential/commercial/ hotel 74 67.11 134 Salar de Uyuni Guan Lake [Phase 2 — #17 –28] Zhaotong Residential/Commercial 87 70.56 135 Salar de Uyuni Guan Lake [Phase 1 — #17 –29] Zhaotong Residential/Commercial 112 70.56 136 KWG Haya City Yancheng Residential/serviced apartment/commercial/ hotel 487 100 137 Phoenix International Fuzhou Serviced apartment/office/ commercial 47 22.4 138 The Corniche (formerly known as Hong Kong Ap Lei Chau Project) Hong Kong Residential 26 50
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– 33 – Employees and Emolument Policies As at 30 June 2026, the Group employed a total of approximately 1,600 employees. The total staff costs incurred were approximately RMB175.4 million during the six months ended 30 June 2026. The remuneration of employees was determined based on their performance, skill, experience and prevailing industry practices. The Group reviews the remuneration policies and packages on a regular basis and will make necessary adjustment to be commensurate with the pay level in the industry. In addition to basic salary, the provident fund scheme (according to the provisions of the Mandatory Provident Fund Schemes Ordinance for Hong Kong employees) or state-managed retirement pension scheme (for the PRC employees), employees may be offered with discretionary bonus and cash awards based on individual performance. The Company has adopted the share award scheme and the share option scheme in order to recognize and motivate the contributions by the eligible participants of the Group and help in retaining them for the Group’s further development. In addition, training and development programmes are provided on an on-going basis throughout the Group. INTERIM DIVIDEND The Board has resolved not to declare any interim dividend in respect of the six months ended 30 June 2026 (2025: Nil). CORPORATE GOVERNANCE The Group believes that sound and good corporate governance practices are not only key elements in enhancing investor’s confidence and the Company’s accountability and transparency, but also important to the Company’s long-term success, therefore, the Group strives to attain and maintain effective corporate governance practices and procedures. During the six months ended 30 June 2026, save as disclosed below, the Company has complied with the requirements under the code provisions set out in the Corporate Governance Code (the “ CG Code ”) as set out in Appendix C1 to the Listing Rules and the continuing obligations requirements of a listed issuer pursuant to the Listing Rules. • Code provision F.2.2 of Part 2 of the CG Code stipulates that the chairman of the board should attend the annual general meeting. Mr. KONG Jianmin, an executive Director and the chairman of the Board, was unable to attend the annual general meeting of the Company convened and held on 3 June 2026, due to his other engagements. In the absence of Mr. KONG Jianmin from the aforesaid annual general meeting, Mr. KONG Jiannan, an executive Director, acted as the chairman of the aforesaid annual general meeting to ensure an effective communication with the Shareholders. Mr. KONG Jianmin has also followed up with Mr. KONG Jiannan for any opinions or concerns of the Shareholders expressed at the annual general meeting afterward.
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– 34 – MODEL CODE FOR SECURITIES TRANSACTIONS The Company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix C3 to the Listing Rules (the “ Model Code ”) as its own code of conduct regarding Directors’ securities transactions. In response to specific enquiry made by the Company, all Directors have confirmed that they have complied with the Model Code during the six months ended 30 June 2026. PURCHASE, SALE OR REDEMPTION OF LISTED SECURITIES Neither the Company nor any of its subsidiaries has purchased, sold or redeemed any of the Company’s listed securities (including sale of treasury shares) during the six months ended 30 June 2026. As at 30 June 2026, the Company did not hold any treasury shares. REVIEW BY AUDIT COMMITTEE The audit committee of the Company has reviewed the unaudited condensed consolidated interim results of the Group for the six months ended 30 June 2026. The audit committee of the Company comprises three members who are independent non-executive Directors. INTERIM REPORT The interim report for the six months ended 30 June 2026 containing all the information required by the Listing Rules will be published on the websites of the Company (www.kwggroupholdings.com) and HKEXnews (www.hkexnews.hk) in due course, and printed copies will be sent to the Shareholders (if requested). (2) SUPPLEMENTAL ANNOUNCEMENT TO THE ANNUAL REPORT OF THE COMPANY FOR THE YEAR ENDED 31 DECEMBER 2025 With regard to the related party transactions entered into by the Group during the year ended 31 December 2025 as disclosed in note 40 of the Notes to the Consolidated Financial Statements in the Annual Report, apart from items (c) and (d) which constitute continuing connected transactions as defined in Chapter 14A of the Listing Rules, the remaining items disclosed in note 40 do not constitute a connected transaction under Chapter 14A of the Listing Rules.
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– 35 – The Company further confirms that it has complied with the requirements in Chapter 14A of the Listing Rules. (3) CHANGE OF PRINCIPAL PLACE OF BUSINESS IN HONG KONG The board of directors of the Company announces that the principal place of business of the Company in Hong Kong will be changed to Room 3502, 35/F, Lee Garden One, 33 Hysan Avenue, Causeway Bay, Hong Kong with effect from 27 August 2026. The fax number, email address and website address of the Company will remain unchanged. By Order of the Board KWG Group Holdings Limited KONG Jianmin Chairman Hong Kong, 27 August 2026 As at the date of this announcement, the Board comprises seven Directors, of whom Mr. KONG Jianmin (Chairman), Mr. KONG Jiantao (Chief Executive Officer), Mr. KONG Jiannan and Mr. CAI Fengjia are Executive Directors; and Mr. TAM Chun Fai, Mr. LAW Yiu Wing, Patrick and Ms. WONG Man Ming, Melinda are Independent Non-executive Directors.