Earnings release
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– 1 – 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. Zhongsheng Group Holdings Limited (Incorporated in the Cayman Islands with limited liability) (Stock code: 881) ʮ̡ ANNOUNCEMENT OF INTERIM RESULTS FOR THE SIX MONTHS ENDED 30 JUNE 2026 The board (the “ Board”) of directors (the “ Directors”) of Zhongsheng Group Holdings Limited (the “ Company”, “ Zhongsheng” or “ we”) is pleased to announce the unaudited consolidated results of the Company and its subsidiaries (collectively, the “ Group”) for the six months ended 30 June 2026, as follows: KEY HIGHLIGHTS Financial Summary Unaudited For the six months ended 30 June 2026 For the six months ended 30 June 2025 Year-on-year change (Renminbi in millions, unless specified) Revenue Sales of motor vehicles 50,500.8 63,945.6 (21.0)% Accessories and after-sales services 12,521.5 13,376.5 (6.4)% thereof after-sales services (Maintenance, warranty and collision) 11,538.8 11,445.3 0.8% Total revenue 63,022.3 77,322.1 (18.5)%
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– 2 – Unaudited For the six months ended 30 June 2026 For the six months ended 30 June 2025 Year-on-year change (Renminbi in millions, unless specified) Gross profit Sales of motor vehicles (579.7) (2,130.8) (72.8)% Accessories and after-sales services 5,632.4 6,340.1 (11.2)% thereof after-sales services (Maintenance, warranty and collision) 5,585.6 5,440.5 2.7% Total gross profit 5,052.7 4,209.3 20.0% Commission income 392.4 1,845.1 (78.7)% Aggregate profit 5,445.1 6,054.4 (10.1)% Profit for the period 86.5 924.1 (90.6)% Profit attributable to owners of the parent 110.6 1,011.4 (89.1)% Basic earnings per share attributable to ordinary equity holders of the parent (RMB) 0.047 0.427 (89.0)% Operating Metrics For the six months ended 30 June 2026 For the six months ended 30 June 2025 Year-on-year change New vehicle sales volume (Units) 188,463 228,649 (17.6)% Pre-owned vehicle sales volume (Units) 71,302 111,244 (35.9)%
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– 3 – MARKET REVIEW AND OUTLOOK In the first half of 2026, China’s economy was generally stable, supported by macro policies and resilient export demand. Gross Domestic Product (GDP) grew 4.7% year over year in the first half, though second-quarter growth moderated to 4.3% —below both the first-quarter level and the full-year growth target range of 4.5 –5.0%. Retail sales of consumer goods rose 1.3% year over year, of which automobile retail sales declined 12.6%. Rising external uncertainties, coupled with a slower-than-expected recovery in domestic demand, suggest that the foundation for economic growth still requires continued reinforcement. Against this macro backdrop, domestic automobile demand weakened significantly. First-half passenger vehicle sales dropped 18.6% year over year, with both internal combustion engine vehicles (ICE vehicles) and new energy vehicles (NEV) coming under pressure. The spike in oil prices triggered by the Middle East conflict in March exacerbated consumer anxiety over the running costs of ICE, creating a drag on their retail performance — ICE vehicle sales fell 22.9% year over year in the first half. Meanwhile, the phase-out of NEV consumption-tax and auto trade-in subsidies also sapped NEV growth momentum, driving a 14.2% year-over-year decline in domestic NEV sales. The current market weakness does not appear to be a cyclical swing, but rather a manifestation of structurally weak consumer confidence and spending power, set against a backdrop of subdued household income expectations. Over the longer term, we do not expect ICE vehicles and NEV to be substitutions. Instead, they are expected to settle into a relatively stable coexistence in specific market segments. In addition, the surge of new model and facelift launches — far exceeding the market’s demand — has consumed a large share of buyer demand, while sales of older models becoming even more challenging. Such competition among indigenous NEV automakers is significantly dragging automakers’ car parc build-up for economies of scale. In recent years, although NEV brands led by Tesla have pioneered the direct-to-consumer sales model, market experience now shows that the vast majority of NEV brands still depend heavily on dealer networks — both dealership and agency models — for new vehicle distribution. However, irrespective of whether the selling entity is the OEM or the dealer, after-sales services are still all under authorized dealership model. At the same time, NEV consumers are gaining more experience with their vehicles, and respective dealer service capability, responsiveness, and quality of services. After-sales networks are increasingly becoming a brand’s long-term key differentiator. For dealers, building an independent service brand, developing proprietary customer service systems, and establishing reputation around service assurance, customer experience, and local market share will be critical to long term success in the new norm. For this reason, Zhongsheng remains committed to building the most trusted automotive service brand among quality-conscious consumers, developing a closed-loop service system that covers the full vehicle lifecycle, and forging a “lifetime partnership” with our customers.
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– 4 – While the new automobile sales landscape has undergone pronounced structural change, the fundamental underpinnings of the after-sales market have not been shaken. ICE vehicles still account for nearly 87% of the national car parc, forming the bulk of the after-sales demand. Their maintenance and repair needs will remain for the foreseeable future, representing a major profit source for independent repair shops, authorized dealerships, and parts suppliers. The impact of NEV on the after-sales market, however, is less straightforward. As the NEV car parc continues to accumulate and average vehicle age crawls up, new demand for after-sales services will gradually emerge. The vehicle parc is expected to continue growing, so the overall after-sales services market is expected to hold steady — or even expand modestly — over the medium term. BUSINESS REVIEW AND OUTLOOK New Automobile Sales: Optimizing Brand Portfolio, Accelerating NEV Mix Amid a flattening auto market, Zhongsheng has pressed ahead with structural adjustments to its brand portfolio and store networks. In the first half, 66 underperforming traditional brand stores, primarily consisting of mid-to-high-end brands, were closed, suspended, merged, or transferred. At the same time, the Group has remained resolute in executing its strategy of increasing local operational density, selectively opening new traditional-brand stores in core cities, with a vision of reinforcing regional market dominance. Since May, a new brand portfolio has been taking shape. Zhongsheng’s comprehensive partnership with Geely was being implemented: by the end of June, 20 Lynk & Co stores, 17 Geely Galaxy stores, and 1 Zeekr store had commenced operations, with dozens more Geely-family stores under construction. Collaboration with the Huawei ecosystem’s new partner, Aistaland, has also yielded 9 stores, with additional Epicland brand in the pipeline. In addition, Zhongsheng opened 7 Voyah stores and 8 Leapmotor stores — both competitive indigenous NEV brands. These new outlets are expected to stimulate stronger growth in the Group’s new automobile sales and profitability in the second half. Following these network optimization, as of end-June 2026, the Group operated a total of 461 brand dealership stores, of which 102 are NEV brands (including HIMA, Aistaland, Voyah, Zeekr, Lynk & Co, Geely Galaxy, Leapmotor, etc.). Due to the discontinuation of operations from these network adjustments and the overall market condition, Zhongsheng’s first-half new automobile sales volume declined 17.6% year over year to 188k units. NEV brands contributed 10.3% of the volume. In terms of new automobile sales profitability, traditional brands benefited from OEMs’ improved dealer support policies and Zhongsheng’s proactive management of sales mix and inventory, resulting in a gross margin improvement year over year. NEV brands also continued to contribute positive gross margin. As for cross-selling profits, the clampdown on “high-interest, high-rebate” financial products at end-June last year not only weighed heavily on financial commission income compared to same period last year, but also
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– 5 – materially suppressed other cross-selling products and services, resulting in significant profit decline year over year. That said, per-vehicle cross-selling profit has now stabilized on a sequential basis compared to the second half of last year. Looking ahead to the second half, we will continue to resolutely execute network optimization drawing on the effective practices of the first half. Traditional brand new-vehicle profitability is expected to further recover as market conditions settle and our proactive adjustments take effect; NEV brands will contribute increasing volumes and profit accretion as their split expands and operations ramp up. We aim to operate a total of 300 NEV brand stores by year-end and target NEV brand sales to reach 35% of total volume on a run rate basis in December 2026. Pre-owned Automobile Business: Strategic Contraction with a Focus on Operations Synergy Multiple structural headwinds facing the pre-owned market remained in the first half. Industry profitability remained highly volatile, while operational uncertainties remained. During the reporting period, Zhongsheng’s pre-owned sales volume was 71k units, representing a year-over-year decline of 35.9%, with gross profit also under significant strain. In light of the industry consolidation, the Group has decided to direct more resources toward our core strengths: new automobile sales and after-sales services, where our brand insights and professional operations are most advantageous. Over the near term, the pre-owned business will primarily serve to support new automobile sales and customer relationship management, as a complementary element of the full customer lifecycle service offering. After-sales Services Business: High-Quality Growth, Reinforcing the Moat Facing both a weak new automobile market and internal network restructuring, Zhongsheng’s after-sales services business remained on a high-quality growth trajectory, continuously demonstrating operational resilience. During the period, 3.63 million service visits underpinned after-sales services revenue (maintenance, warranty, and collision), which grew 0.8% year over year. Gross profit rose 2.7% year over year, maintaining a healthy gross margin. The closure of nearly 100 stores over the past twelve months has exerted some temporary drag on the after-sales business, slowing down its growth over this period. Nevertheless, the Group has used this as an opportunity to further improve the after-sales service mix. On one front, we focus more on higher revenue services such as customer-paid repairs and accident repairs. On another, we are recalibrating our insurance brokerage strategy related to accident repair traffic — balancing policy volume, brokerage cost and collision center throughput.
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– 6 – Looking into the second half, we will continue to execute our structural optimization and extract cost-efficiency. Through granular management and upgraded technical service capabilities, we aim to drive sustained gross margin improvement, laying a stronger foundation for the long-term, high-quality development of our after-sales services. On the customer-experience, we will simplify and streamline service processes to deliver more tailored and cost-effective solutions. We will leverage our extensive customer-reach network and effective customer-operations system to capture after-sales market share in local core cities. Besides, we will actively pursue repair business from vehicles not sold by the Group, fully leveraging our Zhongsheng branded collision centers and dealership facilities. Customer Operations and Cost-Efficiency In the first half, we consolidated more than 30 customer service operations into 10 regional hubs, achieving both cost efficiencies and a more consistent customer experience. Active customers, Zhongsheng Go membership platform subscribers, and WeCom contacts continued growing, reaching 4.60 million, 4.12 million, and 12.12 million, respectively. Since 2023, Zhongsheng has adhered to a disciplined strategy of transformation and continuous optimization of its brand-store portfolio. While the number of dealership stores and independent maintenance service centers has steadily grown, we have adhered to a principle of minimizing capital outlay and maximizing asset utilization. Most new stores are created through the renovation or subdivision of existing properties, rigorously controlling capital expenditure and enhancing facility efficiency. The Group will continue to apply this principle to its future expansion. Zhongsheng will continue to deepen its presence in core cities, increasing store density, business scale, customer base, and brand influence in these markets. Compared with the end of 2022, the average number of stores across our 32 core cities has risen from 12 to 15, and average number of active customers in these core cities have grown from 110k to 140k. At the same time, the Group will continue to consolidate customer-service and administrative functions, as well as collision centers, within core cities, further reducing costs, improving efficiency, and optimizing resource allocation. Going forward, Zhongsheng will remain guided by the core principle of “optimizing efficiency and enhancing operational quality,” systematically driving cost-reduction and efficiency-enhancement initiatives to cement the foundation for long-term sustainable growth.
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– 7 – INTERIM CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS For the six months ended 30 June 2026 Unaudited For the six months ended 30 June 2026 For the six months ended 30 June 2025 Notes RMB’000 RMB’000 REVENUE 4(a) 63,022,264 77,322,084 Cost of sales and services provided (57,969,555) (73,112,804) Gross profit 5,052,709 4,209,280 Other income and gains, net 4(b) 299,465 2,229,015 Selling and distribution costs (3,481,175) (3,434,209) Administrative expenses (1,066,628) (1,099,038) Profit from operations 804,371 1,905,048 Finance costs 6 (638,520) (681,412) Share of (losses)/profits of: Joint ventures (1,907) (2,673) Associates (1) 9 Profit before tax 5 163,943 1,220,972 Income tax expense 7 (77,469) (296,903) Profit for the period 86,474 924,069 Attributable to: Owners of the parent 110,641 1,011,351 Non-controlling interests (24,167) (87,282) 86,474 924,069 Earnings per share attributable to ordinary equity holders of the parent Basic — For profit for the period (RMB) 9 0.047 0.427 Diluted — For profit for the period (RMB) 9 0.047 0.427
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– 8 – INTERIM CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME For the six months ended 30 June 2026 Unaudited For the six months ended 30 June 2026 For the six months ended 30 June 2025 RMB’000 RMB’000 Profit for the period 86,474 924,069 Other comprehensive loss Other comprehensive loss that may be reclassified to profit or loss in subsequent periods: Exchange differences on translation of foreign operations (199,968) (60,630) Net other comprehensive loss that may be reclassified to profit or loss in subsequent periods (199,968) (60,630) Other comprehensive income/(loss) that will not be reclassified to profit or loss in subsequent periods: Equity investments designated at fair value through other comprehensive income: Changes in fair value (84,399) — Exchange differences on translation of foreign operations 545,189 (81,257) Net other comprehensive income/(loss) that will not be reclassified to profit or loss in subsequent periods 460,790 (81,257) Other comprehensive income/(loss) for the period, net of tax 260,822 (141,887) Total comprehensive income for the period 347,296 782,182 Attributable to: Owners of the parent 371,463 869,464 Non-controlling interests (24,167) (87,282) 347,296 782,182
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– 9 – INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION 30 June 2026 (Unaudited) Audited 30 June 2026 31 December 2025 Notes RMB’000 RMB’000 NON-CURRENT ASSETS Property, plant and equipment 17,665,663 17,874,068 Right-of-use assets 4,724,631 5,053,530 Land use rights 3,276,661 3,319,009 Prepayments 349,340 358,537 Intangible assets 7,767,754 7,921,541 Goodwill 7,082,247 7,082,247 Investments in joint ventures 43,740 45,647 Investments in associates 2,475 2,476 Equity investments designated at fair value through other comprehensive income 70,752 171,453 Deferred tax assets 1,015,064 593,632 Total non-current assets 41,998,327 42,422,140 CURRENT ASSETS Inventories 10 14,614,465 17,934,461 Trade receivables 11 2,573,885 2,962,985 Prepayments, other receivables and other assets 22,276,147 19,833,319 Amounts due from related parties 18(b)(i) 6,258 6,433 Financial assets at fair value through profit or loss 98,961 125,791 Time deposits and pledged bank deposits 3,380,612 4,936,854 Cash in transit 61,260 79,873 Cash and cash equivalents 13,577,972 15,421,235 Total current assets 56,589,560 61,300,951
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– 10 – INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION (Continued) 30 June 2026 (Unaudited) Audited 30 June 2026 31 December 2025 Notes RMB’000 RMB’000 CURRENT LIABILITIES Bank loans and other borrowings 12 14,022,900 15,940,481 Lease liabilities 732,462 726,432 Trade and bills payables 13 13,153,483 16,535,087 Other payables and accruals 3,927,435 3,883,165 Amounts due to related parties 18(b)(ii) 2,689 2,877 Income tax payable 2,197,534 2,073,684 Total current liabilities 34,036,503 39,161,726 NET CURRENT ASSETS 22,553,057 22,139,225 TOTAL ASSETS LESS CURRENT LIABILITIES 64,551,384 64,561,365 NON-CURRENT LIABILITIES Deferred tax liabilities 2,933,096 2,874,322 Bank loans and other borrowings 12 13,323,291 13,597,689 Lease liabilities 4,063,140 4,393,825 Derivative financial instruments 337,210 165,964 Total non-current liabilities 20,656,737 21,031,800 Net assets 43,894,647 43,529,565
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– 11 – INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION (Continued) 30 June 2026 (Unaudited) Audited 30 June 2026 31 December 2025 Notes RMB’000 RMB’000 EQUITY Equity attributable to owners of the parent Share capital 14 207 207 Treasury shares (193,649) (193,649) Reserves 44,232,443 43,865,741 44,039,001 43,672,299 Non-controlling interests (144,354) (142,734) Total equity 43,894,647 43,529,565
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– 12 – INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY For the six months ended 30 June 2026 Unaudited Attributable to owners of the parent Share capital Share premium Share Option Reserve Treasury shares Equity component of convertible bonds Discretionary reserve fund Statutory reserve Merger reserve Other reserve Fair value reserve of financial assets at fair value through other comprehensive income Exchange fluctuation reserve Retained profits Total Non-controlling interests Total equity RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 At 1 January 2025 207 3,093,278 49,391 (193,649) 20,884 37,110 4,579,317 (1,386,176) (2,127,183) — (1,197,163) 43,953,425 46,829,441 88,376 46,917,817 Profit for the year — — — — — — — — — — — 1,011,351 1,011,351 (87,282) 924,069 Other comprehensive loss for the year: Exchange differences on translation of foreign operations — — — — — — — — — — (141,887) — (141,887) — (141,887) Total comprehensive income for the year — — — — — — — — — — (141,887) 1,011,351 869,464 (87,282) 782,182 Dividends paid to non-controlling shareholders — — — — — — — — — — — (2,250) (2,250) (625) (2,875) Early redemption of 2018 convertible bonds — — — — (20,884) — — — — — — — (20,884) — (20,884) At 30 June 2025 207 3,093,278 49,391 (193,649) — 37,110 4,579,317 (1,386,176) (2,127,183) — (1,339,050) 44,962,526 47,675,771 469 47,676,240 At 1 January 2026 207 1,627,546 49,391 (193,649) — 37,110 4,731,226 (1,386,176) (2,127,183) (47,283) (1,142,610) 42,123,720 43,672,299 (142,734) 43,529,565 Profit for the year — — — — — — — — — — — 110,641 110,641 (24,167) 86,474 Other comprehensive income for the year: Changes in fair value of equity investments at fair value through other comprehensive income — — — — — — — — — (84,399) — — (84,399) — (84,399) Exchange differences on translation of foreign operations — — — — — — — — — — 345,221 — 345,221 — 345,221 Total comprehensive income for the year — — — — — — — — — (84,399) 345,221 110,641 371,463 (24,167) 347,296 Capital contribution from a non-controlling shareholder of subsidiary — — — — — — — — — — — — — 15,000 15,000 Disposal of subsidiaries — — — — — — (4,761) — — — — — (4,761) 7,547 2,786 At 30 June 2026 207 1,627,546 49,391 (193,649) — 37,110 4,726,465 (1,386,176) (2,127,183) (131,682) (797,389) 42,234,361 44,039,001 (144,354) 43,894,647 * These reserve accounts comprise the consolidated reserves of RMB44,232,443,000 (2025: RMB47,869,213,000).
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– 13 – INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS For the six months ended 30 June 2026 Unaudited For the six months ended 30 June 2026 For the six months ended 30 June 2025 Notes RMB’000 RMB’000 Operating activities Profit before tax 163,943 1,220,972 Adjustments for: Share of losses of joint ventures and associates 1,908 2,664 Depreciation and impairment of property, plant and equipment 5 825,334 867,930 Depreciation of right-of-use assets 5 423,421 442,878 Amortisation of land use rights 5 54,557 58,183 Amortisation of intangible assets 5 227,837 196,655 Impairment of trade receivables 5 5,181 (4,182) Interest income 4(b) (72,390) (301,848) Net losses/(gains) on disposal of items of property, plant and equipment 4(b) 126,055 (38,715) Net gains on disposal of intangible assets 4(b) — (162) Net gains on lease termination 4(b) (15,653) — Finance costs 6 638,520 681,412 Fair value losses, net: — Listed equity investments held for trading 4(b) 22,879 23,347 Interest income from debt investments at amortised cost 4(b) — (1,209) Dividend income from listed equity investment 4(b) — (1,491) Write-down of inventories to net realisable value 5 39,001 44,991 (Gains)/losses on disposal of subsidiaries 5 (12,928) 3,782 2,427,665 3,195,207
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– 14 – INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (Continued) For the six months ended 30 June 2026 Unaudited For the six months ended 30 June 2026 For the six months ended 30 June 2025 RMB’000 RMB’000 Decrease/(increase) in cash in transit 18,613 (63,107) Decrease in trade receivables 383,919 5,368 Increase in prepayments, other receivables and other assets (2,415,329) (2,188,318) Decrease in inventories 3,280,995 1,465,685 (Decrease)/increase in trade and bills payables (3,381,604) 3,679,469 Increase in other payables and accruals 619,602 245,574 Decrease/(increase) in amounts due from related parties — trade related 175 (38) Decrease in amounts due to related parties — trade related (188) (3,510) Cash generated from operations 933,848 6,336,330 Tax paid (316,277) (387,962) Net cash generated from operating activities 617,571 5,948,368
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– 15 – INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (Continued) For the six months ended 30 June 2026 Unaudited For the six months ended 30 June 2026 For the six months ended 30 June 2025 RMB’000 RMB’000 Investing activities Purchase of items of property, plant and equipment (1,018,103) (1,604,966) Proceeds from disposal of items of property, plant and equipment 279,999 405,161 Purchase of land use rights (268) (76,497) Purchase of intangible assets (74,050) (5,356) Proceeds from disposal of intangible assets — 166 Proceeds from disposal of debt investments at amortised cost — 73,153 Prepayments for the potential acquisitions of equity interests from third parties — (2,047) Acquisitions of subsidiaries, net of cash acquired — (51,467) Decrease in prepayments, other receivables and other assets 7,900 2,200 Interest received 72,390 301,848 Disposal of subsidiaries, net of cash 21,665 15,321 Dividends received from listed equity investments — 1,491 Net cash used in investing activities (710,467) (940,993)
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– 16 – INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (Continued) For the six months ended 30 June 2026 Unaudited For the six months ended 30 June 2026 For the six months ended 30 June 2025 RMB’000 RMB’000 Financing activities Proceeds from bank loans and other borrowings 38,789,518 44,278,047 Repayments of bank loans and other borrowings (40,981,497) (47,738,971) Decrease/(increase) in pledged bank deposits 1,556,242 (2,797,644) Lease payments (540,076) (693,897) Capital contribution from non-controlling shareholders of subsidiaries 15,000 — Redemption of convertible bonds — (2,823,798) Interest paid for bank loans and other borrowings (587,694) (522,917) Interest paid for convertible bonds — (528,162) Dividends paid to the non-controlling shareholders — (2,875) Net cash used in financing activities (1,748,507) (10,830,217) Net decrease in cash and cash equivalents (1,841,403) (5,822,842) Cash and cash equivalents at beginning of each period 15,421,235 18,687,542 Effect of foreign exchange rate changes, net (1,860) (5,414) Cash and cash equivalents at end of each period 13,577,972 12,859,286
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– 17 – NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 30 June 2026 1. GENERAL INFORMATION Zhongsheng Group Holdings Limited (the “ Company”) and its subsidiaries (together, the “ Group”) are principally engaged in the sale and service of motor vehicles in Chinese Mainland. The Company was incorporated on 23 June 2008 as an exempted company in the Cayman Islands with limited liability under the Companies Law of the Cayman Islands. The registered office of the Company is Third Floor, Century Yard, Cricket Square, P.O. Box 902, Grand Cayman, KY1-1103, Cayman Islands. The Company has established a principal place of business which is located at Rooms 1803 –09, 18th Floor, Sun Hung Kai Centre, 30 Harbour Road, Wan Chai, Hong Kong. The Company has its primary listing on the Main Board of The Stock Exchange of Hong Kong Limited (the “ Hong Kong Stock Exchange ”). In the opinion of the directors of the Company (the “ Directors”), the ultimate Controlling Shareholders of the Company are Mr. Huang Yi and Mr. Li Guoqiang. The interim condensed consolidated financial information for the six months ended 30 June 2026 have been presented in Renminbi (“ RMB”) and all values are rounded to the nearest thousand except when otherwise indicated. These interim condensed consolidated financial information was approved for issue on 31 August 2026. These interim condensed consolidated financial information has not been audited. 2. BASIS OF PREPARATION AND ACCOUNTING POLICIES 2.1 Basis of preparation The interim condensed consolidated financial information for the six months ended 30 June 2026 has been prepared in accordance with HKAS 34 Interim Financial Reporting . The interim condensed consolidated 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 consolidated financial statements for the year ended 31 December 2025. 2.2 Changes in accounting policies and disclosures The accounting policies adopted in the preparation of the interim condensed consolidated financial information are consistent with those applied in the preparation of the Group’s annual consolidated financial statements for the year ended 31 December 2025, except for the adoption of the following amended HKFRS Accounting Standard 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
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– 18 – NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION (Continued) 30 June 2026 2. BASIS OF PREPARATION AND ACCOUNTING POLICIES (Continued) 2.2 Changes in accounting policies and disclosures (Continued) The nature and impact of the amended HKFRS Accounting Standard are described below: (a) Amendments to HKFRS 9 and HKFRS 7 Amendments to the Classification and Measurement of Financial Instruments clarify that a financial asset is derecognised when the entity’s rights to the contractual cash flows expire or are transferred, while a financial liability is derecognised on the settlement date. The amendments introduce an accounting policy option to derecognise a financial liability that is settled through an electronic payment system before the settlement date if specified criteria are met. The amendments clarify how to assess the contractual cash flow characteristics of financial assets with environmental, social and governance and other similar contingent features. Moreover, the amendments clarify the requirements for classifying financial assets with non-recourse features and contractually linked instruments. The amendments also include additional disclosures for investments in equity instruments designated at fair value through other comprehensive income and financial instruments with contingent features. Since the Group’s accounting policy for the derecognition of financial assets and liabilities in prior years aligned with the amendments and the Group did not have the financial assets that were addressed by the amendments, the amendments did not have any impact on the interim condensed consolidated financial information. The Group will provide additional disclosures for its equity investments designated at fair value through other comprehensive income in the Group’s consolidated financial statements for the year ending 31 December 2026. (b) Amendments to HKFRS 9 and HKFRS 7 Contracts Referencing Nature-dependent Electricity clarify the application of the “own-use” requirements for in-scope contracts and amend the designation requirements for a hedged item in a cash flow hedging relationship for in-scope contracts. The amendments also include additional disclosures that enable users of financial statements to understand the effects these contracts have on an entity’s financial performance and future cash flows. As the Group did not have any contracts that are in the scope of the amendments, the amendments did not have any impact on the interim condensed consolidated financial information. (c) Annual Improvements to HKFRS Accounting Standards — Volume 11 set out narrow scope amendments to HKFRS 1, HKFRS 7 (and the accompanying Guidance on implementing HKFRS 7 ), HKFRS 9, HKFRS 10 and HKAS 7. The amendments include clarifications, simplifications, corrections or changes to improve consistency in the corresponding HKFRS Accounting Standards. The amendments did not have any impact on the interim condensed consolidated financial information.
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– 19 – NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION (Continued) 30 June 2026 3. OPERATING SEGMENT INFORMATION The Group is engaged in the principal business of sale and service of motor vehicles. For management purposes, the Group operates in one business unit based on its products and has one reportable segment which is the sale of motor vehicles and the provision of related services. No operating segments have been aggregated to form the above reportable operating segment. Information about geographical area Since over 90% of the Group’s revenue and operating profit were generated from the sale and service of motor vehicles in Chinese Mainland and over 90% of the Group’s non-current assets other than deferred tax assets were located in Chinese Mainland, no geographical segment information is presented in accordance with HKFRS 8 Operating Segment . Information about major customers Since none of the Group’s sales to a single customer amounted to 10% or more of the Group’s revenue during the six months ended 30 June 2026, no major customers segment information is presented in accordance with HKFRS 8 Operating Segments . 4. REVENUE, OTHER INCOME AND GAINS, NET An analysis of revenue and other income and gains is as follows: (a) Revenue Unaudited For the six months ended 30 June 2026 For the six months ended 30 June 2025 RMB’000 RMB’000 Revenue from contracts with customers Disaggregated revenue information Type of goods or services Sale of motor vehicles 50,500,808 63,945,559 Accessories and after-sales services 12,521,456 13,376,525 Total 63,022,264 77,322,084 Geographical markets Chinese Mainland 63,022,264 77,322,084 Timing of revenue recognition At a point in time 63,022,264 77,322,084
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– 20 – NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION (Continued) 30 June 2026 4. REVENUE, OTHER INCOME AND GAINS, NET (Continued) (b) Other income and gains, net Unaudited For the six months ended 30 June 2026 For the six months ended 30 June 2025 RMB’000 RMB’000 Commission income 392,414 1,845,060 Rental income 25,649 45,495 Government grants 2,224 1,150 Interest income 72,390 301,848 Net (losses)/gains on disposal of items of property, plant and equipment (126,055) 38,715 Net gains on disposal of intangible assets — 162 Net gains on lease termination 15,653 — Gains/(losses) on disposal of subsidiaries 12,928 (3,782) Interest income from debt investments at amortised cost — 1,209 Fair value losses, net: Financial assets at fair value through profit or loss — listed equity investments (22,879) (23,347) Dividend income from listed equity investments — 1,491 Others (72,859) 21,014 Total 299,465 2,229,015
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– 21 – NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION (Continued) 30 June 2026 5. PROFIT BEFORE TAX The Group’s profit before tax is arrived at after charging/(crediting): Unaudited For the six months ended 30 June 2026 For the six months ended 30 June 2025 RMB’000 RMB’000 Employee benefit expense (excluding directors’ and chief executive officer’s remuneration) Wages and salaries 1,661,469 2,095,834 Pension scheme contributions (defined contribution scheme) 467,492 479,066 Other welfare 174,804 191,919 2,303,765 2,766,819 Cost of inventories sold 56,408,235 70,827,726 Depreciation and impairment of property, plant and equipment 825,334 867,930 Depreciation of right-of-use assets 423,421 442,878 Amortisation of land use rights 54,557 58,183 Amortisation of intangible assets 227,837 196,655 Promotion and advertisement 353,483 495,938 Office expenses 229,891 145,882 Lease payments not included in the measurement of lease liabilities 88,967 199,572 Logistics expenses 179,517 188,913 Impairment of trade receivables 5,181 (4,182) Write-down of inventories to net realizable value 39,001 44,991 Net losses/(gains) on disposal of items of property, plant and equipment 126,055 (38,715) Net gains on disposal of intangible assets — (162) Net gains on lease termination (15,653) — Dividend income from listed equity investments — (1,491) Interest income from debt investments at amortised cost through profit or loss — (1,209) (Gains)/losses on disposal of subsidiaries (12,928) 3,782 Fair value losses, net: Financial assets at fair value through profit or loss — listed equity investments 22,879 23,347
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– 22 – NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION (Continued) 30 June 2026 6. FINANCE COSTS Unaudited For the six months ended 30 June 2026 For the six months ended 30 June 2025 RMB’000 RMB’000 Interest expense on bank borrowings 440,756 381,664 Interest expense on convertible bonds — 21,399 Interest expense on other borrowings 153,110 149,530 Interest expense on lease liabilities 136,553 159,944 Less: Interest capitalised (91,899) (31,125) Total 638,520 681,412 7. INCOME TAX Unaudited For the six months ended 30 June 2026 For the six months ended 30 June 2025 RMB’000 RMB’000 Current Chinese Mainland corporate income tax 440,127 541,654 Deferred tax (362,658) (244,751) Total 77,469 296,903 8. DIVIDENDS The Directors of the Company proposed not to declare any interim dividend for the six months ended 30 June 2026.
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– 23 – NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION (Continued) 30 June 2026 9. EARNINGS PER SHARE ATTRIBUTABLE TO ORDINARY EQUITY HOLDERS OF THE PARENT The calculation of basic earnings per share amounts is based on the profit for the period attributable to ordinary equity holders of the parent, and the weighted average number of ordinary shares of 2,366,993,863 (six months ended 30 June 2025: 2,366,993,863) in issue during the period. The calculation of diluted earnings per share amounts is based on the profit for the period attributable to ordinary equity holders of the parent, adjusted to reflect the interest on the convertible bonds. The weighted average number of ordinary shares used in the calculation is the weighted average number of ordinary shares in issue during the period, as used in the basic earnings per share calculation, and the weighted average number of ordinary shares assumed to have been issued at no consideration on the deemed conversion of all dilutive potential ordinary shares into ordinary shares. The calculations of basic and diluted earnings per share are based on: Unaudited For the six months ended 30 June 2026 For the six months ended 30 June 2025 RMB’000 RMB’000 Earnings Profit attributable to equity holders of the parent used in the basic earnings per share calculation 110,641 1,011,351 Interest on convertible bonds — 21,399 Profit attributable to ordinary equity holders of the parent before interest on convertible bonds 110,641 1,032,750 Shares Weighted average number of ordinary shares in issue during the period used in the basic earnings per share calculation 2,366,993,863 2,366,993,863 Effect of dilution — weighted average number of ordinary shares: Convertible bonds — 55,460,648 Weighted average number of ordinary shares used in diluted earnings per share calculation 2,366,993,863 2,422,454,511 Earnings per share Basic 0.047 0.427 Diluted 0.047 0.427
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– 24 – NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION (Continued) 30 June 2026 10. INVENTORIES 30 June 2026 31 December 2025 RMB’000 RMB’000 (Unaudited) (Audited) Motor vehicles 13,599,629 16,216,238 Spare parts and others 1,210,069 1,874,455 14,809,698 18,090,693 Less: provision for inventories 195,233 156,232 Total 14,614,465 17,934,461 11. TRADE RECEIVABLES 30 June 2026 31 December 2025 RMB’000 RMB’000 (Unaudited) (Audited) Trade receivables 2,683,256 3,067,159 Impairment (109,371) (104,174) Net carrying amount 2,573,885 2,962,985 The Group seeks to maintain strict control over its outstanding receivables and has a credit control department to minimize credit risk. On 30 June 2026, the Group had certain concentrations of credit risk as 25.00% (31 December 2025: 25.22%) of the Group’s trade receivables were due from the Group’s five largest customer. The Group does not hold any collateral or other credit enhancements over its trade receivable balances. Trade receivables are non-interest-bearing.
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– 25 – NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION (Continued) 30 June 2026 11. TRADE RECEIVABLES (Continued) An ageing analysis of the trade receivables as at each end of reporting period (based on the invoice date) is as follows: 30 June 2026 31 December 2025 RMB’000 RMB’000 (Unaudited) (Audited) Within 3 months 2,270,561 2,719,336 More than 3 months but less than 1 year 287,500 210,791 Over 1 year 15,824 32,858 Total 2,573,885 2,962,985 12. BANK LOANS AND OTHER BORROWINGS 30 June 2026 31 December 2025 RMB’000 RMB’000 (Unaudited) (Audited) Bank loans and overdrafts repayable: — within one year or on demand 9,893,733 10,895,913 — in the second year 5,800,598 5,557,966 — in the third to fifth years 96,412 396,491 15,790,743 16,850,370 Other borrowings repayable — within one year 4,129,167 5,044,568 — in the second year 5,062,724 998,559 — in the third to fifth years — 4,186,770 9,191,891 10,229,897 Syndicated term loans — in the second year 2,363,557 2,457,903 2,363,557 2,457,903 Total bank loans and other borrowings 27,346,191 29,538,170 Less: Portion classified as current liabilities 14,022,900 15,940,481 Long-term portion 13,323,291 13,597,689
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– 26 – NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION (Continued) 30 June 2026 13. TRADE AND BILLS PAYABLES 30 June 2026 31 December 2025 RMB’000 RMB’000 (Unaudited) (Audited) Trade payables 2,555,385 3,250,807 Bills payable 10,598,098 13,284,280 Trade and bills payables 13,153,483 16,535,087 The trade and bills payables are non-interest-bearing. An ageing analysis of the trade and bills payables as at the end of reporting period, based on the invoice date, is as follows: 30 June 2026 31 December 2025 RMB’000 RMB’000 (Unaudited) (Audited) Within 3 months 11,527,375 15,598,169 3 to 6 months 1,524,290 859,477 6 to 12 months 68,447 26,967 Over 12 months 33,371 50,474 Total 13,153,483 16,535,087 14. SHARE CAPITAL 30 June 2026 31 December 2025 RMB’000 RMB’000 (Unaudited) (Audited) Authorised: 1,000,000,000,000 shares of HK$0.0001 each (HK$’000) 100,000 100,000 Issued and fully paid: 2,385,668,363 (2025: 2,385,668,363) ordinary shares (HK$’000) 239 239 Equivalent to RMB’000 207 207
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– 27 – NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION (Continued) 30 June 2026 15. SHARE OPTION SCHEME The Company operates a share option scheme (the “ Scheme”) for the purposes of providing incentives and rewards to eligible participants who contribute to the success of the Group’s operations. Eligible participants of the Scheme include the employee, management member or director of the Company, or any of the Company’s subsidiaries and third-party service providers. The Scheme was conditionally approved by a resolution of the shareholders on 9 February 2010 and adopted by a resolution of the Board on the same day. Unless otherwise terminated, the Scheme will remain in force for 10 years from the date on which it becomes unconditional. The maximum number of shares in respect of which options may be granted under the Scheme shall not in aggregate exceed 10% of the shares in issue as at the date of approval of the Scheme. No option may be granted to any one person such that the total number of shares issued and to be issued upon the exercise of options granted and to be granted to that person in any twelve-month period up to the date of the latest grant exceeds 1% of the Company’s issued share capital from time to time, unless the approval of the Company’s shareholders is obtained. Share options granted to a connected person are subject to approval in advance by the independent non-executive directors. In addition, any share options granted to a substantial shareholder or an independent non-executive director of the Company, or to any of their respective associates, if the shares issued and to be issued upon exercise of all options granted and proposed to be granted to him are in excess of 0.1% of the shares of the Company then in issue or with an aggregate value (based on the closing price of the Company’s shares at the date of grant) in excess of HKD5 million, within the twelve-month period up to and including the proposed date of such grant, are subject to shareholders’ approval in advance in a general meeting. The last day for accepting an option and the Company to receive the nominal consideration of HKD1 for the option shall be determined by the Board and shall be set out on the offer letter for granting such option. The period during which a granted option may be exercised in accordance with the terms of the Scheme shall be the period of time to be notified by the Board to each grantee, which the Board may in its absolute discretion determine, save that such period shall not be more than ten years commencing on the offer date. The amount payable for each share to be subscribed for under an option upon exercise shall be determined by the Board and notified to a proposed beneficiary at the time of offer of the option and shall be not less than the higher of: (a) the closing price of the shares as stated in the Hong Kong Stock Exchange’s daily quotation sheet on the date of grant, which must be a business day; (b) the average closing price of the shares as stated in the Hong Kong Stock Exchange’s daily quotation sheets for the five business days immediately preceding the date of grant; and (c) the nominal value of the shares. The share options do not confer rights on the holders to dividends or to vote at shareholders’ meetings.
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– 28 – NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION (Continued) 30 June 2026 15. SHARE OPTION SCHEME (Continued) The following share options were outstanding under the Scheme during the period: Unaudited 30 June 2026 30 June 2025 Weighted average exercise price Number of options Weighted average exercise price Number of options HK$ per share ’000 HK$ per share ’000 At 1 January 22.60 5,500 22.60 5,500 At 30 June 22.60 5,500 22.60 5,500 The exercise prices and exercise periods of the share options outstanding as at the end of the reporting period are as follows: Number of options 30 June 2026 Exercise price Exercise period ’000 HK$ per share 5,500 22.60 26 April 2019 to 25 April 2028 (both dates inclusive) The fair value of the share options granted was HK$29,068,000 (HK$5.29 each). On 30 October 2023, the Company cancelled the 5,500,000 Share Options under the Share Option Scheme. No equity- settled share option expense has been recognised by the Group in the statement of profit or loss during this period (six months ended 30 June 2025: Nil). The fair value of these share options granted determined using the Binominal Option Pricing Model. The significant inputs into the model were the exercise price of HK$22.60 at the grant date, volatility of 33.94%, dividend yield of 3.00% and an annual risk-free interest rate of 2.22%. The validity period of the options is 10 years. The expected volatility reflects the assumption that the historical volatility is indicative of future trends, which may also not necessarily be the actual outcome. No other feature of the options granted was incorporated into the measurement of fair value. At the end of the reporting period, the Company had 5,500,000 share options outstanding under the Scheme. The exercise in full of the outstanding share options would, under the present capital structure of the Company, result in the issue of 5,500,000 additional ordinary shares of the Company and additional share capital of HK$550 (before issue expenses). When the share options are forfeited after the vesting date or are still not exercised at the expiry date, the amount previously recognised in the share option reserve will be transferred to retained profits.
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– 29 – NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION (Continued) 30 June 2026 16. CONTINGENT LIABILITIES As at 30 June 2026, neither the Group nor the Company had any significant contingent liabilities. 17. COMMITMENTS The Group had the following contractual commitments at the end of the reporting period: 30 June 2026 31 December 2025 RMB’000 RMB’000 (Unaudited) (Audited) Buildings 12,112 15,780 18. RELATED PARTY TRANSACTIONS AND BALANCES (a) Transactions with related parties The following transactions were carried out with related parties during the six months ended 30 June 2026: Unaudited For the six months ended 30 June 2026 For the six months ended 30 June 2025 RMB’000 RMB’000 (i) Sales of goods to a joint venture: — Xiamen Zhongsheng 15,493 20,000 (ii) Purchase of goods or services from joint ventures: — Xiamen Zhongsheng 1,217 26,337 — Shanghai Zhongsheng Hehai — 11,199 — TAC — 1 1,217 37,537 Purchase of goods from an associate — Shanghai Zhongsheng Yongtai — 796
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– 30 – NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION (Continued) 30 June 2026 18. RELATED PARTY TRANSACTIONS AND BALANCES (Continued) (b) Balances with related parties The Group had the following significant balances with its related parties as at 30 June 2026: 30 June 2026 31 December 2025 RMB’000 RMB’000 (Unaudited) (Audited) (i) Due from joint ventures: Trade related — Xiamen Zhongsheng 5,908 6,083 — Zhongsheng Hehai 350 350 Total 6,258 6,433 (ii) Due to joint ventures: Trade related — Xiamen Zhongsheng 109 297 — Zhongsheng Tacti 80 80 — Zhongsheng Hehai 2,500 2,500 2,689 2,877 The amounts due to related parties are unsecured, interest-free and has no fixed terms of repayment.
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– 31 – NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION (Continued) 30 June 2026 18. RELATED PARTY TRANSACTIONS AND BALANCES (Continued) (c) Compensation of key management personnel of the Group: Unaudited For the six months ended 30 June 2026 For the six months ended 30 June 2025 RMB’000 RMB’000 Short term employee benefits 37,167 30,518 Post-employee benefits 356 210 Total compensation paid to key management personnel 37,523 30,728 19. FAIR VALUE AND FAIR VALUE HIERARCHY OF FINANCIAL INSTRUMENTS The carrying amounts and fair values of the Group’s financial instruments, other than those with carrying amounts that reasonably approximate to fair values, are as follows: Carrying amounts Fair values 30 June 2026 31 December 2025 30 June 2026 31 December 2025 RMB’000 RMB’000 RMB’000 RMB’000 (Unaudited) (Audited) (Unaudited) (Audited) Financial assets Financial assets at fair value through profit or loss 98,961 125,791 98,961 125,791 Financial assets at fair value through other comprehensive income 70,752 171,453 70,752 171,453 Total 169,713 297,244 169,713 297,244 Carrying amounts Fair values 30 June 2026 31 December 2025 30 June 2026 31 December 2025 RMB’000 RMB’000 RMB’000 RMB’000 (Unaudited) (Audited) (Unaudited) (Audited) Financial liabilities Derivative financial liabilities 337,210 165,964 337,210 165,964
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– 32 – NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION (Continued) 30 June 2026 19. FAIR VALUE AND FAIR VALUE HIERARCHY OF FINANCIAL INSTRUMENTS (Continued) Fair value hierarchy The following tables illustrate the fair value measurement hierarchy of the Group’s financial instruments: Assets measured at fair value: As at 30 June 2026 Fair value measurement using Quoted prices in active markets (Level 1) Significant observable inputs (Level 2) Significant unobservable inputs (Level 3) Total RMB’000 RMB’000 RMB’000 RMB’000 (Unaudited) (Unaudited) (Unaudited) (Unaudited) Financial assets at fair value through profit or loss: Listed equity investments, at fair value (i) 98,961 — — 98,961 Financial assets designated at fair value through other comprehensive income: Listed equity investments, at fair value 70,752 — — 70,752 Total 169,713 — — 169,713 As at 31 December 2025 Fair value measurement using Quoted prices in active markets (Level 1) Significant observable inputs (Level 2) Significant unobservable inputs (Level 3) Total RMB’000 RMB’000 RMB’000 RMB’000 (Audited) (Audited) (Audited) (Audited) Financial assets at fair value through profit or loss: Listed equity investments, at fair value (i) 125,791 — — 125,791 Financial assets designated at fair value through other comprehensive income: Listed equity investments, at fair value 171,453 — — 171,453 Total 297,244 — — 297,244
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– 33 – NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION (Continued) 30 June 2026 19. FAIR VALUE AND FAIR VALUE HIERARCHY OF FINANCIAL INSTRUMENTS (Continued) Fair value hierarchy (Continued) Liabilities measured at fair value: As at 30 June 2026 Fair value measurement using Quoted prices in active markets (Level 1) Significant observable inputs (Level 2) Significant unobservable inputs (Level 3) Total RMB’000 RMB’000 RMB’000 RMB’000 (Unaudited) (Unaudited) (Unaudited) (Unaudited) Financial liabilities at fair value through other comprehensive income: Cross-currency interest rate swaps — 337,210 — 337,210 As at 31 December 2025 Fair value measurement using Quoted prices in active markets (Level 1) Significant observable inputs (Level 2) Significant unobservable inputs (Level 3) Total RMB’000 RMB’000 RMB’000 RMB’000 (Audited) (Audited) (Audited) (Audited) Financial liabilities at fair value through other comprehensive income: Cross-currency interest rate swaps — 165,964 — 165,964 During the period, there were no transfers of fair value measurements between Level 1 and Level 2 and no transfers into or out of Level 3 (six months ended 30 June 2025: Nil). Note: (i) The fair values of listed equity investments and the funds issued by financial institutions are based on quoted market prices.
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– 34 – MANAGEMENT DISCUSSION AND ANALYSIS Revenue Revenue for the six months ended 30 June 2026 was RMB63,022.3 million, representing a decrease of RMB14,299.8 million or 18.5% as compared to the six months ended 30 June 2025. The following table sets forth the Group’s revenue by different business segments for the six months ended 30 June 2026 and the six months ended 30 June 2025: Unaudited For the six months ended 30 June 2026 For the six months ended 30 June 2025 Year-on-year change (Renminbi in millions, unless specified) New automobile sales 46,194.5 57,931.0 (20.3)% Pre-owned automobile sales 4,306.3 6,014.6 (28.4)% After-sales services 11,538.8 11,445.3 0.8% Accessories and others 982.7 1,931.2 (49.1)% Total revenue 63,022.3 77,322.1 (18.5)% — Revenue from new automobile sales for the six months ended 30 June 2026 amounted to RMB46,194.5 million, representing a decrease of RMB11,736.5 million or 20.3% as compared to the six months ended 30 June 2025, primarily due to the decline in the sales volume and average selling price of new automobile during the period. — Revenue from pre-owned automobile sales for the six months ended 30 June 2026 amounted to RMB4,306.3 million, representing a decrease of RMB1,708.3 million or 28.4% as compared to the six months ended 30 June 2025, primarily due to the decline in the sales volume of pre-owned automobiles. — Revenue from after-sales services (maintenance, warranty and collision) for the six months ended 30 June 2026 amounted to RMB11,538.8 million, representing an increase of RMB93.5 million or 0.8% as compared to the six months ended 30 June 2025, which was primarily due to the structural change in the visits for after-sales services during the period, which has led to the increase in average value per unit. — Revenue from accessories and others for the six months ended 30 June 2026 amounted to RMB982.7 million, representing a decrease of RMB948.5 million or 49.1% as compared to the six months ended 30 June 2025. The change is primarily due to weaker consumer spending, resulting in a decline in transaction volume for accessories and maintenance packages that are cross sold with new automobile.
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– 35 – New automobile sales business accounted for a substantial portion of the Group’s revenue, representing 73.3% (for the six months ended 30 June 2025: 74.9%) of the total revenue for the six months ended 30 June 2026. Pre-owned automobile sales accounted for 6.8% of the total revenue for the six months ended 30 June 2026 (for the six months ended 30 June 2025: 7.8%). Accessories and after-sales services business accounted for 19.9% of the total revenue for the six months ended 30 June 2026 (for the six months ended 30 June 2025: 17.3%). During the six months ended 30 June 2026, almost all of the Group’s revenue was derived from business located in the PRC. In terms of revenue from new automobile sales, Mercedes-Benz is the Group’s top selling brand, with revenue from the sales of which representing 32.7% of the Group’s total revenue from new automobile sales (for the six months ended 30 June 2025: 35.1%). Cost of Sales and Services Provided Cost of sales and services for the six months ended 30 June 2026 amounted to RMB57,969.6 million, representing a decrease of RMB15,143.2 million or 20.7% as compared to the six months ended 30 June 2025, primarily due to a decline in sales of new automobiles and pre-owned automobiles.
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– 36 – Gross Profit The Group’s gross profit for the six months ended 30 June 2026 amounted to RMB5,052.7 million, representing an increase of RMB843.4 million or 20.0% as compared to the six months ended 30 June 2025. The following table sets out the Group’s gross profit by different business segments for the six months ended 30 June 2026 and the six months ended 30 June 2025: Unaudited For the six months ended 30 June 2026 For the six months ended 30 June 2025 Year-on-year change (Renminbi in millions, unless specified) New automobile sales (631.1) (2,387.8) (73.6)% Pre-owned automobile sales 51.4 257.0 (80.0)% After-sales services 5,585.6 5,440.5 2.7% Accessories and others 46.8 899.6 (94.8)% Total gross profit 5,052.7 4,209.3 20.0% — Gross loss from new automobile sales business for the six months ended 30 June 2026 amounted to RMB631.1 million, representing a decrease of RMB1,756.7 million or 73.6% as compared to the six months ended 30 June 2025, primarily due to the easing of the inversion between new automobiles purchase prices and sales prices, along with better profitability resulting from a restructuring of new automobiles sales portfolio. — Gross profit from pre-owned automobile sales for the six months ended 30 June 2026 amounted to RMB51.4 million, representing a decrease of RMB205.6 million or 80.0% as compared to the six months ended 30 June 2025, primarily due to the decline in pre-owned automobiles sales volume and the pressure on the profitability affected by the market environment. — Gross profit from after-sales services (maintenance, warranty and collision) for the six months ended 30 June 2026 amounted to RMB5,585.6 million, representing an increase of RMB145.1 million or 2.7% as compared to the six months ended 30 June 2025, primarily due to the structural change in the visits for after-sales services, which has led to the increase in average value per unit, and the increase in gross profit margin due to improvement of the cost structure.
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– 37 – — Gross profit from accessories and others for the six months ended 30 June 2026 amounted to RMB46.8 million, representing a decrease of RMB852.8 million or 94.8% as compared to the six months ended 30 June 2025, primarily due to weaker consumer spending, resulting in a decline in both transaction volume and gross profit margin for accessories and maintenance packages. The Group’s gross profit margin for the six months ended 30 June 2026 was 8.0% (the six months ended 30 June 2025: 5.4%). Other Income and Gains, Net The other income and gains mainly consisted of commission income, interest income and other gains and losses, etc. The other income and gains, net, for the six months ended 30 June 2026 amounted to RMB299.5 million, representing a decrease of RMB1,929.5 million or 86.6% as compared to the six months ended 30 June 2025. Among which, the commission income (commission from automobile insurance, automobile financing and automobile registration services, etc.) for the six months ended 30 June 2026 amounted to RMB392.4 million, representing a decrease of RMB1,452.7 million or 78.7% as compared to the six months ended 30 June 2025. Due to the impact of industry policies, the commission rebate ratio for automobile financing has declined since the second half of 2025, resulting in a significant year-on-year drop in the Group’s commission income from automobile financing. Selling and Distribution Expenses Selling and distribution expenses for the six months ended 30 June 2026 amounted to RMB3,481.2 million, representing an increase of RMB47.0 million or 1.4% as compared to the six months ended 30 June 2025, which was a relatively minor change. Administrative Expenses Administrative expenses for the six months ended 30 June 2026 amounted to RMB1,066.6 million, representing a decrease of RMB32.4 million or 2.9% as compared to the six months ended 30 June 2025, which was a relatively minor change. Profit from Operations The profit from operations for the six months ended 30 June 2026 amounted to RMB804.4 million, representing a decrease of RMB1,100.6 million or 57.8% as compared to the six months ended 30 June 2025 primarily due to aforementioned changes in gross profit of each operations and decline in commission income. The operating profit margin for the six months ended 30 June 2026 was 1.3% (for the six months ended 30 June 2025: 2.5%).
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– 38 – Finance Costs Finance costs for the six months ended 30 June 2026 amounted to RMB638.5 million, representing a decrease of RMB42.9 million or 6.3% as compared to the six months ended 30 June 2025, primarily due to the decrease in interest on lease liabilities and the full repayment of the convertible bonds. Share of losses of Joint Ventures and Associates The share of net losses of joint ventures and associates for the six months ended 30 June 2026 amounted to RMB1.9 million, as compared to the share of losses of joint ventures and associates for the six months ended 30 June 2025 of RMB2.7 million. Income Tax Expense Income tax expense for the six months ended 30 June 2026 amounted to RMB77.5 million, representing a decrease of RMB219.4 million or 73.9% as compared to the six months ended 30 June 2025, primarily attributable to the decline in profit from operations for the period. Profit Attributable to Owners of the Parent The profit attributable to owners of the parent for the six months ended 30 June 2026 amounted to RMB110.6 million, representing a decrease of RMB900.8 million or 89.1% as compared to the six months ended 30 June 2025. LIQUIDITY AND FINANCIAL RESOURCES Cash Flow The Group primarily uses cash to pay for new automobiles, pre-owned automobiles, spare parts and automobile accessories, to repay its indebtedness, to fund its working capital and normal operating expenses and to newly establish, acquire and rebuild outlets. The Group finances its liquidity requirements mainly through a combination of cash flows generated from its operating activities, bank loans and other borrowings and other funds raised from the capital markets and currently expects that future liquidity will continue to be satisfied mainly by the foregoing.
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– 39 – The cash position of the Group as at 30 June 2026 and 31 December 2025 was as follows: Unaudited Audited 30 June 2026 31 December 2025 (Renminbi in millions, unless specified) Cash and cash equivalents 13,578.0 15,421.2 Cash in transit 61.3 79.9 Time deposits and pledged bank deposits 3,380.6 4,936.9 Total cash 17,019.9 20,438.0 As at 30 June 2026, the cash balance of the Group was RMB17,019.9 million, representing a decrease of RMB3,418.1 million in cash balance as compared to that as at 31 December 2025, which was mainly attributable to the use of cash in the financing activities and investing activities. For the six months ended 30 June 2026, the Group generated the net free cash outflow of RMB734.9 million, which was the net cash flow from operating activities of RMB617.6 million, partially offset by the Group’s net cash outflow from capital expenditures of RMB812.4 million and lease payments of RMB540.1 million. Cash Flow Generated from Operating Activities For the six months ended 30 June 2026, the net cash generated from operating activities by the Group amounted to RMB617.6 million, representing a decrease of RMB5,948.4 million as compared to that for the six months ended 30 June 2025, primarily due to the decline in profit for the period, and the increase in working capital usage resulting from the reduction in trade and bills payables. Cash Flow Used in Investing Activities For the six months ended 30 June 2026, the net cash used in investing activities by the Group amounted to RMB710.5 million, primarily used for the acquisitions of property, plant and equipment (fleet). Cash Flow Used in Financing Activities For the six months ended 30 June 2026, the net cash used in financing activities by the Group amounted to RMB1,748.5 million, primarily used for the repayment of bank loans, payment of lease and financing interest and others.
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– 40 – Bank Loans and Other Borrowings As at 30 June 2026, the Group’s bank loans and other borrowings amounted to RMB27,346.2 million (31 December 2025: RMB29,538.2 million). The decrease in the Group’s bank loans and other borrowings during the six months ended 30 June 2026 was primarily due to the decrease in borrowing of inventory financing as a result of reduced inventory scale. The annual interest rates of the bank loans and other borrowings ranged from 1% to 6%. BONDS 2028 Bonds On 23 July 2024, the Company and Goldman Sachs (Asia) L.L.C., The Hongkong and Shanghai Banking Corporation Limited, Morgan Stanley & Co. International plc, MUFG Securities Asia Limited, Mizuho Securities Asia Limited, J.P. Morgan Securities (Asia Pacific) Limited and China CITIC Bank International Limited (the “ 2028 Bond Managers ”) entered into a bond subscription agreement, according to which the Company agreed to issue, and the 2028 Bond Managers conditionally agreed to subscribe and pay for (or to procure subscribers to subscribe and pay for) the 5.98% bonds due January 2028 in an aggregate principal amount of US$600 million (the “ 2028 Bonds ”). The maturity date of the 2028 Bonds is 30 January 2028. As at 31 July 2026, the Company has completed the repurchase of US$117,910,000 in aggregate principal amount of the 2028 Bonds (the “ Repurchased 2028 Bonds ”) in the open market, representing approximately 19.7% of the aggregate principal amount of the 2028 Bonds originally issued. On 6 August 2026, the Repurchased 2028 Bonds have been cancelled in accordance with the terms and conditions of the 2028 Bonds, and as at the date of this announcement, US$482,090,000 in aggregate principal amount of the 2028 Bonds remains outstanding, representing approximately 80.3% of the initial aggregate principal amount of the 2028 Bonds. The Company is scheduled to redeem each outstanding 2028 Bond at its principal amount on its maturity date. Please refer to the announcements of the Company dated 22, 24, 30 and 31 July 2024 and 6 August 2026, respectively, for further details on the 2028 Bonds. Panda Bonds On 20 May 2024, the Company made an application (the “ Application ”) to the National Association of Financial Market Institutional Investors (the “ Association”) for registration of debt financing instruments in the aggregate amount of not more than RMB5 billion (the “ Panda Bonds ”) to be issued in one or multiple tranches as and when appropriate within two years from the date of receipt of the notice of acceptance of the registration of the Panda Bonds from the Association. The Application was approved by the Association on 19 July 2024.
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– 41 – The issue of the first tranche of the Panda Bonds was completed on 1 August 2024. Based on the bookbuilding and placement results, the total issue size of the first tranche of the Panda Bonds was RMB1 billion, with a coupon rate of 3.5% and a maturity of three years. Please refer to the announcements of the Company dated 20 May, 24 July and 1 August 2024, respectively, for further details on the Panda Bonds. OTHER FINANCIAL INFORMATION Capital Expenditures and Investment The Group’s capital expenditures comprised of expenditures on property, plant and equipment (other than motor vehicles), land use rights and business acquisition. For the six months ended 30 June 2026, the Group’s total capital expenditures amounted to RMB456.0 million (for the six months ended 30 June 2025: RMB818.7 million). Save as disclosed above, the Group did not make any significant investments during the six months ended 30 June 2026. Inventory Analysis The Group’s inventories primarily consisted of new automobiles, pre-owned automobiles, spare parts and automobile accessories. Generally, each of the store network of the Group individually manages the planning and orders for new automobiles and spare parts. To leverage scale advantage and centralisation efficiency, the Group also coordinates and aggregates orders for pre-owned automobiles, automobile accessories and other automobile-related products through its dealership network and centralised platform. The Group manages its orders and inventory levels through its information technology systems, including an Enterprise Resource Planning (ERP) system. The Group’s inventories decreased from RMB17,934.5 million as at 31 December 2025 to RMB14,614.5 million as at 30 June 2026, primarily due to the Group’s adjustment and optimisation of its inventory structure. The following table sets forth the average inventory turnover days of the Group for the periods indicated: For the six months ended 30 June 2026 2025 Average inventory turnover days 40.9 38.3
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– 42 – The inventory turnover days of the Group showed an increase during the six months ended 30 June 2026 as compared to the six months ended 30 June 2025, and the Group had taken effective measures in managing and reducing inventory level, and the Group’s inventory mix will gradually optimise. Interest Rate Risk and Foreign Exchange Rate Risk As at 30 June 2026, the Group did not use any derivatives to hedge interest rate risk. The operations of the Group are mainly carried out in the PRC with most transactions settled in RMB. Most cash and bank deposits of the Group are denominated in RMB. In general, the Group’s bank loans and other borrowings were denominated in RMB, United States dollars and Hong Kong dollars. The Group has used derivative financial instruments related to cross-currency interest rate swaps to hedge its foreign currency exposure. The Group’s exposure to the risk of changes in market interest rates relates primarily to the Group’s debt obligations with a floating interest rate. Pledge of the Group’s Assets The Group pledged its assets as securities for bank and other loans, banking facilities and bills payable which were used to finance daily business operations. As at 30 June 2026, the pledged assets of the Group amounted to RMB13.4 billion (31 December 2025: RMB13.8 billion). Material Acquisitions and Disposals of Subsidiaries, Associates and Joint Ventures During the six months ended 30 June 2026, the Group did not have any material acquisitions nor disposals of subsidiaries, associates and joint ventures. Future Plans for Material Investments and Capital Assets As at 30 June 2026, the Group did not have any detailed future plans for material investments or capital assets. Gearing Ratio As at 30 June 2026, the gearing ratio of the Group was 42.3% (31 December 2025: 44.3%), which was calculated from net debt divided by the sum of net debt and total equity.
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– 43 – Share Option Scheme The Share Option Scheme (as defined in the Company’s prospectus dated 16 March 2010) was conditionally approved by a resolution of the shareholders of the Company (the “ Shareholders”) on 9 February 2010 and adopted by a resolution of the Board on the same day. The Share Option Scheme expired on 25 March 2020. No further options can be granted or offered but the provisions of the Share Option Scheme shall remain in full force and effect to exercise any subsisting options granted prior to the expiry of the Share Option Scheme or otherwise as handled in accordance with the provisions of the Share Option Scheme. Details of the outstanding options to subscribe for Shares pursuant to the Share Option Scheme and the movement during the six months ended 30 June 2026 are set out below: Number of Share Options Name of Grantees Date of grant Exercise price per Share Outstanding as at 31 December 2025 Granted during the period Exercised during the period Lapsed/ Cancelled during the period Outstanding as at 30 June 2026 Mr. Zhang Zhicheng — Executive Director 26 April 2018 HK$22.60 5,500,000(1) — — — 5,500,000 Total 5,500,000 Note: (1) On 26 April 2018, the Company offered to grant share options (the “ Share Options ”) to Mr. Zhang Zhicheng under the Share Option Scheme, which entitle him to subscribe for an aggregate of 5,500,000 new Shares. The vesting period of the Share Options were one year from the date of grant of the Share Options. The Share Options were fully vested on 26 April 2019. The Share Options are exercisable from 26 April 2019 to 25 April 2028 (both dates inclusive) at a price of HK$22.60 per Share. The closing price of the Shares immediately before 26 April 2018 was HK$22.35 per Share. During the six months ended 30 June 2026, no options had been granted, exercised, cancelled or lapsed pursuant to the Share Option Scheme. As at 30 June 2026, the total number of Shares that may be issued under the Share Option Scheme was 5,500,000 Shares, representing approximately 0.23% of the issued share capital of the Company (excluding treasury shares) as at the date of this announcement, and approximately 0.23% of the weighted average number of Shares in issue during the six months ended 30 June 2026. CONNECTED TRANSACTIONS There was no connected transaction entered into by the Group during the six months ended 30 June 2026 that is required to be disclosed under the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “ Listing Rules”).
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– 44 – EVENTS AFTER THE REPORTING PERIOD There have not been any significant events affecting the Group after 30 June 2026. CORPORATE GOVERNANCE AND OTHER INFORMATION Compliance with the Corporate Governance Code The Company has adopted the principles and code provisions as set out in the Corporate Governance Code (the “ CG Code ”) contained in Appendix C1 to the Listing Rules. Throughout the six months ended 30 June 2026 and up to the date of this announcement, the Company has been in compliance with the code provisions set out in the CG Code. Compliance with the Model Code for Securities Transactions by Directors of Listed Issuers The Company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers (the “ Model Code ”) as set out in Appendix C3 to the Listing Rules. Specific enquiries have been made to all the directors of the Company (the “ Directors”) and the Directors have confirmed that they have complied with the Model Code throughout the six months ended 30 June 2026 and up to the date of this announcement. Purchase, Sale or Redemption of the Company’s Listed Securities Neither the Company nor any of its subsidiaries had 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 and up to the date of this announcement, 18,674,500 Shares repurchased are held by the Company as treasury shares, and none of such treasury shares has been sold by the Company. Employee and Remuneration Policy The Group is well aware that a professional talent team is the core competitiveness. We attach great importance to human resource management, are committed to attracting and retaining high-quality talents, and strengthening the talent reserve and team building in the new energy brand to support the long-term strategic development of the Group. As at 30 June 2026, the Group had 25,361 employees (31 December 2025: 30,287). The Group strives to offer a flexible, efficient and productive working environment; to provide comprehensive and systematic training programs as well as attractive compensation packages. Remuneration packages are set to ensure comparability and competitiveness with industry salary levels when striving for outstanding talents in the industry.
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– 45 – The Group adheres to motivating its employees with performance-based bonuses and awarding cash bonuses to outstanding employees. It also implements an honor award program to further closely integrate employee benefits with the Company’s operating results, continuously attract outstanding talents to join, provide a long-term development platform for employees, and inject lasting impetus into the sustainable development of the enterprise. Review of Interim Results The audit committee of the Company (the “ Audit Committee ”) comprises three independent non-executive Directors, being Mr. Bai Fengjiu, Mr. Chin Siu Wa Alfred and Ms. Cheng Po Chuen. The Audit Committee has considered and reviewed the accounting principles and practices adopted by the Group and has discussed matters in relation to internal control and financial reporting with the management, including the review of the unaudited interim condensed consolidated financial statements of the Group for the six months ended 30 June 2026. The Audit Committee considers that the interim financial results for the six months ended 30 June 2026 are in compliance with the relevant accounting standards, rules and regulations and appropriate disclosures have been made. INTERIM DIVIDEND The Board proposed not to declare any interim dividend for the six months ended 30 June 2026. PUBLICATION OF RESULTS ANNOUNCEMENT AND INTERIM REPORT ON THE WEBSITES OF THE STOCK EXCHANGE AND THE COMPANY This announcement is published on the websites of the Stock Exchange (www.hkexnews.hk) and the Company (www.zs-group.com.cn). The interim report of the Company for the six months ended 30 June 2026 will be published on the above websites in due course.
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– 46 – APPRECIATION Throughout our journey, our growth at every step owes much to the steadfast trust of our shareholders, the collaborative spirit of our partners, the dedication and hard work of all our employees, as well as the enduring trust of our valued customers. On behalf of the Board, I would like to extend our most sincere gratitude to every stakeholder who has supported Zhongsheng’s development along the way. By order of the Board of Zhongsheng Group Holdings Limited Huang Yi Chairman Hong Kong, 31 August 2026 As at the date of this announcement, the executive Directors are Mr. Huang Yi, Mr. Li Guoqiang, Mr. Zhang Zhicheng, Mr. Tang Xianfeng, Ms. Zhou Xin and Mr. Yu Jian; and the independent non-executive Directors are Mr. Chin Siu Wa Alfred, Mr. Li Yanwei, Ms. Cheng Po Chuen and Mr. Bai Fengjiu. This announcement contains forward-looking statements relating to the business outlook, estimates of financial performance, forecast business plans and development strategies of the Group. These forward-looking statements are based on information currently available to the Group and are stated herein on the basis of the outlook at the time of this announcement. They are based on certain expectations, assumptions and premises, some of which are subjective or beyond control of the Group. These forward-looking statements may prove to be incorrect and may not be realised in the future. Underlying these forward-looking statements are a large number of risks and uncertainties. In light of the risks and uncertainties, the inclusion of forward-looking statements in this announcement should not be regarded as representations by the Board or the Company that the plans and objectives will be achieved. Furthermore, this announcement also contains statements based on the Group’s management accounts, which have not been audited by the Group’s auditor. Shareholders and potential investors of the Company should therefore not place undue reliance on such statements.