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IngDan硬蛋

HATCH THE INTERNET OF THINGS

INGDAN, INC.

硬蛋創新

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 400)

ANNUAL RESULTS ANNOUNCEMENT FOR THE YEAR ENDED DECEMBER 31, 2025

The board (the "Board") of directors (the "Directors") of Ingdan, Inc. (the "Company") is pleased to announce the consolidated results of the Company and its subsidiaries (collectively, the "Group") for the year ended December 31, 2025 (the "Reporting Period") and comparison with the operating results for the year ended December 31, 2024.

In this announcement "we", "us" and "our" refer to the Company (as defined above) and where the context otherwise requires, the Group (as defined above).

FINANCIAL PERFORMANCE HIGHLIGHTS

	Year ended		Year-on-year change
	December 31, 2025
(Renminbi (“RMB”) in millions, unless specified)	December 31, 2024
Revenue	15,206.7	10,129.1	50.1%
Gross profit	1,104.2	889.4	24.1%
Profit from operations	532.4	427.9	24.4%
Profit for the year	310.2	273.5	13.4%
Profit attributable to equity shareholders of the Company	214.8	189.9	13.1%
Earnings per share (“EPS”) (RMB per share)
— basic	0.136	0.139	(2.2)%
— diluted	0.136	0.138	(1.4)%

BUSINESS REVIEW AND OUTLOOK

Overall business and financial performance of the Group

The Group is an ecosystem services platform anchored in artificial intelligence (“AI”) chips, with a strategic focus on AI computing power centers and AI smart terminals, dedicated to building an AI industry connector with broad industrial linkages. Its core positioning is to bridge upstream AI chip technology with the needs of downstream innovation enterprises. The Group has established deep partnerships with world-leading chip manufacturers including NVIDIA, Xilinx, Intel, AMD, and SanDisk. Leveraging chip distribution as its gateway, the Group provides customers with an integrated, full-chain service covering technology solutions, supply chain services, technical training, and after-sales operation and maintenance — connecting the ecosystem service chain from chip supply to end-application deployment, and empowering the industrialization of AI technology.

The Group’s core business unit, Comtech (“Comtech”), is a technology services platform for the chip industry. As a core supplier in the AI computing power supply chain, Comtech is deeply engaged in global computing network development, serving data centers, AI servers, AI switches, optical modules, and diverse AI applications, while the Group’s intelligent computing power technology and services platform Ingdan Technology (“Ingdan”) is capitalizing on the import-substitution opportunity by strategically deploying its AI server business and making large-scale investments in AIDC (AI Data Center) computing power center operations and proprietary product development.

During the Reporting Period, benefiting from the continued strong demand for AI computing power and growing demand for chips from industries related to AI technology, the Group recorded revenue of approximately RMB15,206.7 million, comprising 62.6% technical solutions, 37.0% distribution business, and 0.4% proprietary products, representing an increase of approximately 50.1% as compared to approximately RMB10,129.1 million for the corresponding period in 2024. Gross profit of the Group was approximately RMB1,104.2 million, representing an increase of approximately 24.1% year-on-year. Profit from operations was approximately RMB532.4 million, representing an increase of approximately 24.4% year-on-year. Net profit after tax was approximately RMB310.2 million, representing a year-on-year increase of approximately 13.4%.

The AI edge application market continues to gain traction across smart devices, industrial automation, and smart transportation, driving widespread adoption of high-performance AI processors. The rapid growth of new energy vehicles and intelligent driving further accelerates demand across the semiconductor value chain. According to Gartner's March 2025 forecast, the global semiconductor market is projected to reach US$717.0 billion in 2025, representing year-on-year growth of 13.8%, rising further to US$762.0 billion in 2026 and US$800.0 billion by 2027, underpinned by accelerating demand for AI chips, high-bandwidth memory, and automotive semiconductors.

In view of the AI-driven industrial transformation, the Group has targeted opportunities across the entire supply chain from AI computing infrastructure to AI smart device applications. By transforming core AI chip resources into highly efficient and deployable application solutions, we have become a key driver for our customers' intelligent upgrades. The Group has integrated the world's top AI chip resources and built an AI computing hardware library covering major domestic and international manufacturers, creating significant barriers to entry with our supply chain advantages.

With deep insights into chip characteristics upstream and industry needs downstream, the Group has developed mature application solutions for frontier sectors such as robotics, auto pilot, and the low-altitude economy, effectively helping customers lower their technical barriers to accelerate product innovation. The Group has created additional value from "chip selection" to "chip application," providing "ready-to-use" core technology modules that significantly shorten the customers' research and development ("R&D") cycles, allowing them to focus on the differentiated innovation of their applications and capture pre-emptive opportunities in the market.

While empowering our customers externally, the Group has also deeply integrated AI technology into our internal operations by achieving intelligent upgrades across our core business processes from marketing and customer acquisition to supply chain management. This not only effectively improves operational efficiency and reduces operating costs, but also facilitates healthy and rapid growth across the Group's business, achieving strategic feedback and a circular value chain on our investment in AI technology.

The Group operates a unique closed-loop business model that drives its strategic evolution from chip distribution to technology integration. By leveraging its vast industry ecosystem, the Group aggregates transactional data across chips, software, and professional services to generate precise market insights.

These insights enable the Group to deliver customized solutions to downstream clients while providing upstream chip suppliers with actionable market demand data — deepening integration across the value chain, reinforcing customer loyalty, and building a sustainable competitive advantage.

Comtech

As a core supplier in the AI computing power supply chain, Comtech is deeply involved in the development of the global computing power network, serving data centers, AI servers, AI switches, optical modules, and a broad range of AI applications. Comtech works closely with leading global chip manufacturers, and has been an agent for the products of over 80 major companies including NVIDIA, AMD-Xilinx, Intel, and other well-known international manufacturers, in addition to numerous domestic chipmakers. Comtech's main products include GPUs, CPUs, FPGAs, ASICs, memory chips, software, and other full product series.

With years of successful business operations, Comtech has accumulated extensive application technology experience and industrial resources, allowing it to provide chip application technology solutions and supply chain management services for tens of thousands of downstream customers within the innovation industry. Through its proprietary AI technology, large language models ("LLMs") and professional knowledge base, Comtech is able to provide intelligent and automated comprehensive solutions in the areas of chip selection, hardware design, software development, and system integration, which effectively enhances product performance and reliability. Additionally, by applying AI technology and big data analytics to achieve intelligent supply chain management, Comtech has increased operational efficiency while reducing costs.

Comtech also holds a number of proprietary intellectual property rights, including an intelligent algorithm library, industry-specific LLMs, an intelligent hardware design platform, an auto-adaptive system architecture, an intelligent development toolchain, and a large number of innovative technology patents, which lend a competitive advantage in the fields of AI chip application and intelligent supply chain. With its combination of advanced AI technologies and deep industry expertise, Comtech continues to improve its service quality, create greater value for its customers, and lead the industry in technological innovation.

Comtech's proprietary product line is entering a new era of AI acceleration. Its subsidiary, Kepler Lab, has successfully developed SOM-level proprietary products based on core chips including NVIDIA Jetson and Xilinx FPGA. Benchmarked against international advanced standards, these domestically developed AI edge computing products have achieved mass shipments to customers including customs authorities and banks, and are being actively expanded into emerging sectors such as robotics, medical devices, and autonomous driving. With high gross margins and a customer base that naturally overlaps with Comtech's traditional distribution business, this proprietary product line is poised to establish a second growth curve — marking the Group's strategic transformation from a supply chain service provider to a technology value-added service provider, and opening compelling new possibilities for the Group's long-term value creation.

Additionally, the Group has submitted an application to the Shenzhen Bureau of the China Securities Regulatory Commission for pre-listing guidance regarding the proposed spin-off and proposed A-share listing of Shenzhen Comtech Limited (深圳市科通技術股份有限公司) (formerly known as Comtech Industrial Technology (Shenzhen) Company Limited (科通工業技術(深圳)有限公司)) (“Shenzhen Comtech”) (the “Proposed Spin-off and Proposed A-Share Listing”) and the application has been accepted on the record. Upon completion of the Proposed Spin-off and Proposed A-Share Listing, the Group will remain the ultimate controlling shareholder of Shenzhen Comtech and its results will continue to be consolidated into the Group, which is expected to generate long-term growth for the Group’s business.

As at December 31, 2025, Comtech’s adjusted distribution cost (“ADC”) inventory, which represents distribution cost inventory less estimated discounts and rebates from suppliers, amounted to approximately RMB772.0 million. For the year ended December 31, 2025, ADC inventory turnover of Comtech was approximately 21 days.

Ingdan

In view of the accelerating global AI technological advancement and sustained growth in domestic computing power demand, universities, medical schools, and research institutions have an increasingly urgent need for self-controllable, high-performance AI computing power. Ingdan is capitalizing on the import-substitution opportunity by strategically deploying its AI server business and making large-scale investments in AIDC (AI Data Center) computing power center operations and proprietary product development.

Through deep collaboration with Huawei and leveraging the Ascend 910 chip, Ingdan has launched the DeepSeek all-in-one workstation to address the core computing power needs of scientific researchers. The workstation features stable computing performance, robust data security, and full technological autonomy, thereby forming a distinctive competitive advantage through the combination of leading manufacturer endorsement and customized services.

Utilizing the Group’s deep resources and technological strengths in the chip industry, Ingdan Academy brings together the world’s leading chip application technologies to provide all-round technical services and talent training for the industry. Ingdan Academy assists upstream AI chip manufacturers in promoting their products and technologies in the market by offering professional technical training, while also cultivating AI technical talent to help downstream AI application enterprises quickly adopt the latest AI technologies and products, thereby comprehensively enhancing those enterprises’ AI capabilities. Ingdan Academy also provides enterprises with locally deployed LLM application solutions and helps enterprises achieve multidisciplinary AI digital transformations. To date, Ingdan Academy has successfully trained over 9,000 chip application engineers — surpassing the previous milestone of 2,000 by more than fourfold — serving over 1,200 enterprises and supplying the industry with a large number of highly qualified professionals. Through continuous talent training and technical support, Ingdan Academy is helping Shenzhen become a global hub for chip application and AI, greatly contributing to the development of the national chip industry.

Future Prospects

The Group will continue to firmly implement its long-term strategic goal of “solution-driven innovation and transaction-driven value”, elevate its positioning from an “industry connector” to a “technology enabler”, and strive to become a technology integration platform for innovative enterprises.

I. Driving innovation with solutions: addressing customers’ needs precisely

The Group will continue to enhance the efficiency and precision of its customer acquisition strategies based on solution-driven innovation. By continuously optimizing our “standardized solutions”, we will rapidly respond to broader market demands while maintaining our competitive advantage in the rapidly changing industry environment. Simultaneously, the Group will continue to upgrade its proprietary “customized solutions” to establish closer and long-term partnerships with high-growth companies. Using both strategies, the Group will better balance its market breadth and customer depth in the future, providing continuous momentum for business growth.

II. Transaction-driven value: building the foundation for growth

Driven by its “infrastructure + value-added services” offerings, the Group will further play a core role as it continuously improve the efficiency of converting front-end solutions into actual transactions, while accumulating industry and customer data. Such data will be transformed into strategic assets, enabling the Group to continue optimizing its product and service design and enhance industry chain collaboration. On this basis, the Group will not only reinforce its strategic upgrade from a chip trading platform to a technology integration platform, but also lay a solid foundation for a sustainable profit model and stable cash flow.

III. Winning the future with data: building a long-term barrier

In the long term, the Group’s core competitiveness will no longer be limited to the gross profit margin of a single business, but will be reflected in the systemic advantages generated by an efficient closed loop of “customer acquisition + binding + conversion.” Through continued business expansion and data accumulation, the Group plans to improve its independent upgrading cycle of “ecosystem + data + creation + empowerment.” Looking ahead, the Group will empower the entire industry chain with its data — helping downstream customers improve efficiency and innovation, and providing upstream original equipment manufacturers feedback to better understand market trends and customer needs. By establishing the two-way circulation mechanism both upstream and downstream, the Group will build a solid barrier and gradually become a leading technology service platform for global innovative enterprises.

The Group will also accelerate its presence in the AI industry chain by capturing development opportunities arising from AI technology. Capitalizing on its industrial strengths, the Group will cater to the AI industry chain through Comtech and Ingdan, and hasten the construction of an innovation-driven development model. Comtech, as the technology service platform for the chip industry, will continue its research and development mission, and enhance the design of its chip application solutions in order to meet the new market demand for high-performance chips and

computing power. The AI computing power supply chain is expected to embark on a journey of accelerated growth. Meanwhile, Ingdan — by leveraging its big data analysis capability with “Ingdan Cloud” — will effectively integrate complete intelligent hardware application solutions with products to speed up the successful application of AI products. The Group will continue to upgrade its service platform in order to provide complete service coverage for the entire AI industry chain, and capture business opportunities arising from the smart transformation of China.

IV. Enhance revenue streams from Ingdan

The Group intends to further enhance Ingdan's revenue streams. Under the strong support of national policies, the scientific research sector has a growing need for domestic computing power. Universities, medical schools, and research institutions are the core beneficiaries, generating great market demand continuously. Ingdan has captured the opportunity to expand its presence in this market segment by providing high-performance adaptable hardware, dedicated domestic solutions, as well as comprehensive, lifecycle technical maintenance. We have integrated “hardware + software + service” into a closed-loop and one-stop service that fully meets our customers' needs. Along with the improvement of Huawei's Ascend ecosystem, Ingdan will first focus on the scientific research customer market to capitalize on new market opportunities and accelerate growth in our performance in the short term. In the medium term, we will gradually expand into the broader enterprise market, leveraging our high-quality customer base and service experience. In the long term, we will further participate in joint R&D and integrate more fully into the industry chain, allowing us to achieve sustainable business growth and value enhancement.

As an enterprise services platform, the Group acquires a large number of customers, collecting their purchasing demands and data on its platforms, while offering powerful analytical tools as enterprise services. The Group's "chip-device-cloud" industrial closed loop is primed to meet the needs of the AI industry chain. The "chip" part of the model is to provide, through Comtech, suppliers in the upstream of the chip industry with application design and distribution services for chips to expand the downstream market. Ingdan focuses on the "device" and "cloud" services portions. Using big data resource analysis and mature integration solutions, Ingdan provides technical integration support from modules and terminals to the cloud, delivering tailormade solutions for various emerging industries.

As such, the "chip-device-cloud" industrial closed loop creates synergy, enabling Ingdan to make greater contributions to the Group in the future. As Ingdan's research and development projects become more sophisticated, proprietary products will contribute even more momentum to the Group's performance. The Group also plans to further enhance its performance by providing value-added services to customers, including but not limited to the provision of corporate and technology services, as well as investment services such as incubation programs.

V. Develop an ecosystem for the electronics manufacturing value chain

The Group plans to develop an open, collaborative, and prosperous electronic manufacturing industry ecosystem that will benefit the business operations of customers and suppliers. The Group believes this will also drive its long-term business growth. The Group intends to broaden its platforms' value-added services by extending into related businesses that serve the electronics manufacturing value chain, such as supply chain financing, insurance, and cloud computing services.

Additionally, the Group plans to monetize the vast amount of data collected from its customers and suppliers and offer data-driven services, such as marketing and advertising planning, merchandising, product customization, fulfillment management, and third-party data services. The Group believes these complementary services will become natural extensions of the Group's service mix, and will help attract and retain customers.

VI. Further enhance customer loyalty and increase purchases per customer

The Group plans to continuously enhance its customer loyalty and generate greater sales from existing customers. The Group intends to leverage its advanced market analytics tools to make its online and offline platforms more efficient and relevant to its customers. The Group will also continue to enhance customized content on its platforms. By continuously collecting and analyzing customers' data and feedback to gain a better understanding of their needs, the Group will better be able to refer suitable products or develop new customized products according to customers' business needs and market trends.

The Group plans to continuously develop new complementary services aimed at offering a complete range of products and solutions for customers. Accordingly, the Group has invested more resources in customer service, order fulfilment, and delivery capabilities in order to enhance service reliability and shorten customer response time, further enhancing the overall performance of its platforms. To increase the repeat purchase rates of newly acquired customers, the Group will continue to provide the key procurement personnel of new customers with powerful online tools, enterprise resource planning, and other complementary services. These services will enable the Group to maintain constant communication with key personnel to better understand customers' demands and their product development direction. Accordingly, the Group will be able to create customized marketing plans targeting new customers, while cross-selling other products.

VII. Pursue strategic partnerships and acquisition opportunities

In addition to growing business through internal initiatives, the Group plans to expand its business through strategic partnerships and acquisitions. The Group will continue to look across enterprises in different segments with good potential for investment, collaboration, or acquisition. Such strategic partnerships and acquisitions will further enhance the Group's business operations, help the Group expand its user and revenue base, widen geographic coverage, enhance product and service offerings, improve technology infrastructure, as well as strengthen its talent pool. The Group's diversified business portfolio will also enhance its market strengths by targeting different market segments. The Group also plans to leverage its market position and business model to seek attractive cross-marketing and licensing opportunities, to enhance its sales ability and capture new market expansion opportunities brought by AI.

Year of 2025 compared to year of 2024

The following table sets forth the comparative figures for the year of 2025 and the year of 2024:

	Year ended
	December 31,	December 31,
	2025	2024
	(RMB in millions)
Revenue	15,206.7	10,129.1
Cost of sales	(14,102.5)	(9,239.7)
Gross profit	1,104.2	889.4
Other income, gains and losses	8.8	24.1
Selling and distribution expenses	(211.1)	(186.2)
Research and development expenses	(106.8)	(104.1)
Administrative and other operating expenses	(219.7)	(221.7)
(Impairment losses)
reversal of impairment losses of financial assets	(43.0)	26.4
Profit from operations	532.4	427.9
Finance costs	(144.5)	(125.3)
Share of results of associates	7.1	6.4
Profit before tax	395.0	309.0
Income tax expenses	(84.8)	(35.5)
Profit for the year	310.2	273.5
Profit for the year attributable to:
Owners of the Company	214.8	189.9
Non-controlling interests	95.4	83.6
Profit for the year	310.2	273.5

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MANAGEMENT DISCUSSION AND ANALYSIS

Overview

For the year ended December 31, 2025, profit from operations amounted to approximately RMB532.4 million, representing an increase of approximately RMB104.5 million as compared with approximately RMB427.9 million for the corresponding period of 2024. Profit of the Group amounted to approximately RMB310.2 million, representing an increase of approximately RMB36.7 million as compared with approximately RMB273.5 million in 2024. Profit attributable to equity shareholders of the Company amounted to approximately RMB214.8 million, representing an increase of approximately RMB24.9 million compared with approximately RMB189.9 million in 2024.

Revenue

For the year ended December 31, 2025, revenue of the Group amounted to approximately RMB15,206.7 million, representing an increase of approximately RMB5,077.6 million or approximately 50.1% as compared with approximately RMB10,129.1 million in 2024. The Group's revenue comprised approximately RMB15,160.1 million of sales of IC, other electronic components, Artificial Intelligence of Things ("AIoT") products and proprietary and semi-conductor products and approximately RMB46.6 million of revenue from IngFin Financing Services. The increase was primarily due to an increase in demand for chips from the AI technology-related industry, and the gradual recovery of some markets such as storage and memory module products.

Cost of Revenue

Cost of revenue for the year ended December 31, 2025 was approximately RMB14,102.5 million, representing an increase of approximately 52.6% from approximately RMB9,239.7 million for the year ended December 31, 2024. The increase in cost of revenue was due to an increase in revenue described under the paragraph headed "Revenue".

Gross Profit

Gross profit for the year ended December 31, 2025 was approximately RMB1,104.2 million, representing an increase of approximately 24.1% from approximately RMB889.4 million compared with the figures in 2024. The increase was primarily driven by an increase in revenue. Gross margin for the year ended December 31, 2025 was 7.3% as compared with 8.8% for the corresponding period of 2024. The decrease in gross margin was primarily caused by a change in customer mix, in which revenue earned from large customers during the year of 2025 was relatively higher than that in the corresponding period of 2024. In general, since gross margin for sales to large customers was comparatively lower, more sales to large customers resulted in lower overall gross margin.

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Other Income, gains and losses

For the year ended December 31, 2025, other income of the Group amounted to approximately RMB8.8 million, representing a decrease of approximately RMB15.3 million or approximately 63.6% as compared with approximately RMB24.1 million in 2024. This was primarily due to an increase in loss on disposal of investment properties and other losses year-on-year.

Selling and Distribution Expenses

Selling and distribution expenses for the year ended December 31, 2025 amounted to approximately RMB211.1 million, representing an increase of approximately RMB24.9 million or 13.4% from approximately RMB186.2 million in 2024. This was primarily due to an increase in logistics and warehousing costs as a result of an increase in product quantities of sales, and an increase in other selling related costs such as marketing and promotion campaigns for new customer acquisition.

Research and Development Expenses

Research and development expenses for the year ended December 31, 2025 amounted to approximately RMB106.8 million, representing an increase of approximately RMB2.7 million or approximately 2.6% from approximately RMB104.1 million in 2024. This was primarily due to more expenses spent on the research and development of IC chip distribution and application design, AIoT products and technologies, as well as customized technical solutions for proprietary products.

Administrative and Other Operating Expenses

During the year ended December 31, 2025, administrative and other operating expenses amounted to approximately RMB219.7 million, representing a decrease of approximately RMB2.0 million or approximately 0.9% from approximately RMB221.7 million in 2024, which was primarily due to a decrease in amortization of intangible assets and other operating expenses, but was offset in part by an increase in net exchange loss during the Reporting Period.

(Impairment losses) reversal of impairment losses of financial assets

This was primarily due to loss allowance on trade receivables of approximately RMB43.0 million recorded for the year ended December 31, 2025, as compared to reversal of loss allowance on trade receivables of approximately RMB26.4 million recorded in the corresponding period of 2024.

Income Tax

Our income tax increased by approximately 138.9% from approximately RMB35.5 million for the year ended December 31, 2024 to approximately RMB84.8 million for the year ended December 31, 2025, primarily due to an increase in profit before tax as a result of the increased profit from operations. The effective tax rate for the year ended December 31, 2025 was 21.5%, as compared to 11.5% for the year ended December 31, 2024. The increase in effective tax rate was mainly due to increased ratio of

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profits contributed by both Hong Kong and PRC subsidiaries to profits contributed by PRC subsidiaries with tax exemptions. The profits tax rate in Hong Kong is 16.5% while the income tax rate in the PRC is 25%.

Profit Attributable to Equity Shareholders of the Company for the Reporting Period

For the year ended December 31, 2025, profit attributable to equity shareholders of the Company amounted to approximately RMB214.8 million, representing an increase of approximately RMB24.9 million or approximately 13.1% as compared to approximately RMB189.9 million in 2024. The increase was primarily due to an increase in profit from operations, but was offset partly by an increase in finance cost as a result of increased bank borrowings, and an increase in income tax expenses during the Reporting Period.

Liquidity and Source of Funding

As of December 31, 2025, the current assets of the Group amounted to approximately RMB8,096.4 million, which mainly comprised cash and bank balances (including pledged deposits), inventories and trade and other receivables, in the amount of approximately RMB1,264.3 million, RMB2,855.9 million and approximately RMB3,598.8 million, respectively. Current liabilities of the Group amounted to approximately RMB6,151.9 million, of which approximately RMB2,628.0 million was bank loans and approximately RMB2,007.3 million was trade and other payables. As of December 31, 2025, the current ratio (the current assets to current liabilities ratio) of the Group was 1.32, representing a decrease of approximately 6.4% as compared with 1.41 as of December 31, 2024. The change in the current ratio was primarily due to a decrease in inventories and an increase in bank loans and contract liabilities, offset by a decrease in trade and other payables, and an increase in trade and other receivables, and cash and cash equivalents.

Pursuant to the subscription agreements entered into on September 10, 2020, September 25, 2020, October 16, 2020 and June 29, 2021 (together, the "Subscriptions"), a redemption right was granted by the Group to each investor. The redemption right constituted a contract that contains an obligation for the Group to repurchase the equity instruments of the subsidiaries of the Group and gives rise to a redemption financial liability recognized at the present value of the redemption price, being RMB672.2 million, and subsequently measured at amortized cost. Such redemption right under the Subscriptions have been exercised by certain investors on December 31, 2024. Further details of the Subscriptions and the exercise of the redemption right are set out in the announcements of the Company dated September 10, 2020, September 25, 2020, October 16, 2020, June 29, 2021 and December 31, 2024.

The Group does not have other debt financing obligations as of December 31, 2025 or the date of this annual results announcement and does not have any breaches of financial covenants.

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Capital Expenditure

For the year ended December 31, 2025, the capital expenditure of the Group amounted to approximately RMB55.1 million, representing an increase of approximately RMB24.1 million or approximately 77.7% compared with approximately RMB31.0 million in 2024. The increase in the capital expenditure was primarily due to an increase in additions of construction-in-process year-on-year.

Net Gearing Ratio

As of December 31, 2025, the net gearing ratio of the Group, which was calculated by dividing net debt (total bank loans, lease liabilities and other financial liabilities minus cash and cash equivalents and pledged deposits) by the sum of net debt and total equity was approximately 30.0% as compared with 27.8% as of December 31, 2024. The increase was primarily due to an increase in bank loans, offset by an increase in cash and cash equivalents, and an increase in total equity as a result of the issue of shares and an increase of profit for the Reporting Period.

Significant Investments

The Group did not make any material investments (including any investment in an investee company with a value of 5% or more of the Company's total assets as at December 31, 2025) for the Reporting Period.

Material Acquisitions and Disposals

Save as disclosed in this announcement, the Group did not have any material acquisitions and disposals during the Reporting Period.

Future Plans for Material Investments and Capital Assets

As disclosed in the announcement of the Company dated November 25, 2025, on November 21, 2025, The Stock Exchange of Hong Kong Limited (the "Stock Exchange") confirmed that the Company may proceed with the Proposed Spin-off and Proposed A-Share Listing under Practice Note 15 to the Rules Governing the Listing of Securities on the Stock Exchange (the "Listing Rules"). The Company will make further announcement(s) in relation to the Proposed Spin-off and the Proposed A-Share Listing in accordance with the applicable requirements of the Listing Rules.

Further details of the Proposed Spin-off and Proposed A-Share Listing are set out in the announcements of the Company dated September 30, 2021, December 7, 2021, June 30, 2022, February 28, 2023, June 27, 2023, January 31, 2024, April 18, 2024, March 27, 2025 and November 25, 2025 and the circular of the Company dated March 10, 2022 in relation to the Proposed Spin-off and the Proposed A-Share Listing of Shenzhen Comtech on a stock exchange in the PRC.

The financial data of Shenzhen Comtech referred to in this announcement is based on the separately managed business segments identified and allocated by the Company and therefore is not equivalent to the financial data of Shenzhen Comtech for the Proposed Spin-off and Proposed A-Share Listing. On an aggregated basis, the Group currently holds approximately 72.38% of Shenzhen Comtech, of which financial statements will continue to be consolidated into the Group's consolidated financial statements.

Pledge of Assets

Except for the pledged bank deposits of approximately RMB469.7 million and approximately RMB231.5 million as of December 31, 2025 and December 31, 2024, respectively, the Group did not have any pledge of assets for the year ended December 31, 2025. The pledged bank deposits were placed as security for credit facilities granted by several banks in Hong Kong and PRC.

Contingent Liabilities

Neither the Group nor the Company had any significant contingent liabilities as of December 31, 2025.

Foreign Exchange Exposure

Foreign currency transactions during the Reporting Period are translated at the foreign exchange rates ruling at the transaction dates. Monetary assets and liabilities denominated in foreign currencies are translated at the foreign exchange rates ruling at the end of the Reporting Period. Exchange gains and losses are recognized in profit or loss.

Non-monetary assets and liabilities that are measured in terms of historical cost in foreign currencies are translated using the foreign exchange rates ruling at the transaction dates. Non-monetary assets and liabilities denominated in foreign currencies that are stated at fair value are translated using the foreign exchange rates ruling at the dates the fair value was determined.

The results of operations with functional currency other than RMB are translated into RMB at the exchange rates approximating the foreign exchange rates ruling at the dates of transactions. Condensed consolidated statements of financial position items are translated into RMB at the closing foreign exchange rates at the end of the Reporting Period. The resulting exchange differences are recognized in other comprehensive income and accumulated separately in equity in the exchange reserve.

On disposal of an operation with functional currency other than RMB, the cumulative amount of the exchange differences relating to that operation with functional currency other than RMB is reclassified from equity to profit or loss when the profit or loss on disposal is recognized.

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During the Reporting Period, the Group did not use any derivative financial instruments to hedge against the volatility associated with foreign currency transactions and other financial assets and liabilities arising in the ordinary course of business. The Group's management monitors foreign exchange exposure closely and will consider hedging significant foreign currency exposure should the need arise.

Events after the Reporting Period

There were no significant events that might affect the Group since the end of the year ended December 31, 2025.

– 16 –

FINANCIAL INFORMATION

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

For the year ended 31 December 2025

	Notes	2025 RMB'000	2024 RMB'000
Revenue	3	15,206,693	10,129,127
Cost of sales		(14,102,469)	(9,239,666)
Gross profit		1,104,224	889,461
Other income, gains and losses	5	8,754	24,059
Selling and distribution expenses		(211,116)	(186,226)
Research and development expenses		(106,828)	(104,126)
Administrative and other operating expenses		(219,711)	(221,697)
(Impairment losses) reversal of impairment losses of financial assets		(42,952)	26,440
Finance costs	6	(144,494)	(125,260)
Share of results of associates		7,078	6,400
Profit before tax		394,955	309,051
Income tax expenses	7	(84,807)	(35,561)
Profit for the year		310,148	273,490
Profit for the year attributable to:
Owners of the Company		214,765	189,854
Non-controlling interests		95,383	83,636
		310,148	273,490

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| Note | 2025
RMB'000 | 2024
RMB'000 |
| --- | --- | --- |
| Other comprehensive expense
Items that will not be reclassified subsequently to profit or loss:
Exchange differences arising on translation of financial statements from functional currency to presentation currency
(55,164)
Net change in fair value of equity investments at fair value through other comprehensive income
78,788
23,624 | 18,304
(399,367)
(381,063) | |
| Item that may be reclassified subsequently to profit or loss:
Exchange differences arising on translation of financial statements of foreign operations
(24,827)
(24,827) | 67,742
67,742 | |
| Other comprehensive expense for the year
(1,203) | (313,321) | |
| Total comprehensive income (expense) for the year
308,945 | (39,831) | |
| Total comprehensive income (expense) for the year attributable to:
Owners of the Company
227,261
(134,456)
Non-controlling interests
81,684
308,945 | 94,625
(39,831) | |
| EARNINGS PER SHARE
Basic (RMB)
9
0.136
0.139 | | |
| Diluted (RMB)
9
0.136
0.138 | | |

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 31 December 2025

| | Notes | 2025
RMB'000 | 2024
RMB'000 |
| --- | --- | --- | --- |
| Non-current assets | | | |
| Plant and equipment | | 62,304 | 15,600 |
| Right-of-use assets | | 101,559 | 104,904 |
| Investment properties | | 147,930 | 207,347 |
| Intangible assets | | 173,066 | 298,037 |
| Goodwill | | 607,007 | 607,007 |
| Financial assets at fair value through other comprehensive income | | 1,433,267 | 796,786 |
| Loans receivables | 11 | 294,866 | 803,622 |
| Interests in associates | | 40,317 | 33,239 |
| | | 2,860,316 | 2,866,542 |
| Current assets | | | |
| Inventories | | 2,855,859 | 3,510,501 |
| Trade, bills and other receivables | 10 | 3,598,769 | 2,380,719 |
| Loan receivables | 11 | 367,651 | 2,875 |
| Income tax recoverables | | 9,884 | 6,215 |
| Pledged bank deposits | | 469,658 | 231,458 |
| Cash and cash equivalents | | 794,603 | 608,229 |
| | | 8,096,424 | 6,739,997 |
| Current liabilities | | | |
| Trade and other payables | 12 | 2,007,348 | 2,475,227 |
| Lease liabilities | | 9,961 | 11,269 |
| Contract liabilities | | 785,396 | 137,276 |
| Other financial liabilities | | 672,210 | 249,618 |
| Income tax payables | | 49,044 | 21,917 |
| Bank loans | | 2,627,986 | 1,885,882 |
| | | 6,151,945 | 4,781,189 |
| Net current assets | | 1,944,479 | 1,958,808 |
| Total assets less current liabilities | | 4,804,795 | 4,825,350 |

19 -

20 -

| | Note | 2025
RMB'000 | 2024
RMB'000 |
| --- | --- | --- | --- |
| Non-current liabilities | | | |
| Deferred tax liabilities | | 18,889 | 26,226 |
| Other financial liabilities | | — | 384,555 |
| Lease liabilities | | 7,024 | 5,685 |
| | | 25,913 | 416,466 |
| Net assets | | 4,778,882 | 4,408,884 |
| Capital and reserves | | | |
| Share capital | 13 | 1 | 1 |
| Reserves | | 4,342,576 | 3,846,054 |
| | | 4,342,577 | 3,846,055 |
| Non-controlling interests | | 436,305 | 562,829 |
| Total equity | | 4,778,882 | 4,408,884 |

21 -

1. GENERAL INFORMATION

Ingdan, Inc. (the “Company”) is a limited company incorporated on 1 February 2012 in the Cayman Islands under the Companies Law (Chapter 22, Law 3 of 1961, as consolidated and revised) of the Cayman Islands as an exempted company and its shares were listed on the Main Board of The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) on 18 July 2014.

The address of the registered office of the Company is Cricket Square, Hutchins Drive, P.O. Box 2681, Grand Cayman KY1-1111, Cayman Islands. The address of the principal place of business of the Company is 11/F., Microsoft Comtech Tower, No. 55 Gaoxin South 9th Road, Nanshan District, Shenzhen, the PRC.

In the opinion of the directors of the Company, the immediate holding company and the ultimate holding company of the Group are Envision Global Investments Limited, which was incorporated in the British Virgin Islands (the “BVI”).

The Group was principally engaged in the sales of integrated circuits (“IC”), other electronic components, Artificial Intelligence and Internet of Things (“AIoT”) products and proprietary and semi-conductor products, service revenue from software licensing and provision of financing services, namely IngFin Financing Services (“IngFin Financing Services”).

The functional currency of the Company and its subsidiaries (hereinafter collectively referred to as the “Group”) incorporated in Hong Kong is United States dollars (“US$”) while the functional currency of the subsidiaries established in the PRC are Renminbi (“RMB”). The consolidated financial statements are presented in RMB for the convenience of users of the consolidated financial statements as the central management of the Group was located in the PRC.

2. APPLICATION OF AMENDMENTS TO HKFRS ACCOUNTING STANDARDS

In the current year, the Group has applied, for the first time, the following amendments to HKFRS Accounting Standards issued by the Hong Kong Institute of Certified Public Accountants (the “HKICPA”) which are effective for the Group’s financial year beginning on 1 January 2025:

Amendments to HKAS 21

Lack of Exchangeability

The application of the amendments to HKAS 21 in the current year has had no material impact on the Group’s financial performance and positions for the current and prior periods and/or on the disclosures set out in these consolidated financial statements.

22 -

New and amendments to HKFRS Accounting Standards issued but not yet effective

The Group has not early applied the following new and amendments HKFRS Accounting Standards that have been issued but are not yet effective:

HKFRS 18	Presentation and Disclosure in Financial Statements^{2}
Amendments to HKFRS 9 and HKFRS 7	Amendments to the Classification and Measurement of Financial Instruments^{1}
Amendments to HKFRS 9 and HKFRS 7	Contracts Referencing Nature-dependent Electricity^{1}
Amendments to HKFRS Accounting Standards	Annual Improvements to HKFRS Accounting Standards — Volume 11^{1}
Amendments to HKAS 21	Translation to a Hyperinflationary Presentation Currency^{2}
Amendments to HKFRS 10 and HKAS 28	Sale or Contribution of Assets between an Investor and its Associate or Joint Venture^{3}

Effective for annual periods beginning on or after 1 January 2026
Effective for annual periods beginning on or after 1 January 2027
Effective for annual periods beginning on or after a date to be determined

The directors of the Company anticipate that, except as described below, the application of other new and amendments to HKFRSs will have no material impact on the results and the financial position of the Group.

HKFRS 18 — Presentation and Disclosure in Financial Statements

HKFRS 18 sets out requirements on presentation and disclosures in financial statements and will replace HKAS 1 Presentation of Financial Statements. HKFRS 18 introduces new requirements to present specified categories and defined subtotals in the statement of profit or loss; provide disclosures on management-defined performance measures in the notes to the financial statements and improve aggregation and disaggregation of information to be disclosed in the financial statements. Minor amendments to HKAS 7 “Statement of Cash Flows” and HKAS 33 “Earnings per Share” are also made.

HKFRS 18, and the consequential amendments to other HKFRS Accounting Standards, will be effective for annual periods beginning on or after 1 January 2027, with early application permitted.

The application of HKFRS 18 is not expected to have material impact on the financial position of the Group but is expected to affect the presentation of the consolidated statement of profit or loss and other comprehensive income and consolidated statement of cash flows and disclosures in the future consolidated financial statements. The Group will continue to assess the impact of HKFRS 18 on the consolidated financial statements of the Group.

23 -

3. REVENUE

Revenue represents revenue arising on sales of IC, other electronic components, AIoT products and proprietary and semi-conductor products, service revenue from software licensing and interest income generated from IngFin Financing Services. An analysis of the Group's revenue for the year is as follows:

| | 2025
RMB'000 | 2024
RMB'000 |
| --- | --- | --- |
| Revenue from contracts with customers within the scope of HKFRS 15: | | |
| — Sales of IC, other electronic components, AIoT products and proprietary and semi-conductor products | 15,160,116 | 10,085,107 |
| — Service revenue from software licensing | — | 3,040 |
| | 15,160,116 | 10,088,147 |
| Revenue from other sources: | | |
| — Interest income from IngFin Financing Services | 46,577 | 40,980 |
| | 15,206,693 | 10,129,127 |

Set out below is the disaggregation of the Group's revenue from contracts with customers and the reconciliation of revenue from contracts with customers with the amounts disclosed in segment information:

| | Comtech
RMB'000 | Ingdan
RMB'000 | Total
RMB'000 |
| --- | --- | --- | --- |
| For the year ended 31 December 2025 | | | |
| Revenue from contracts with customers within the scope of HKFRS 15: | | | |
| — Sales of IC, other electronic components, AIoT products and proprietary and semi-conductor products | 14,441,140 | 718,976 | 15,160,116 |
| Revenue from other sources | — | 46,577 | 46,577 |
| | 14,441,140 | 765,553 | 15,206,693 |
| Disaggregation of revenue from contracts with customers by timing of recognition | | | |
| — At a point in time | 14,441,140 | 718,976 | 15,160,116 |

| For the year ended 31 December 2024 | Comtech
RMB’000 | Ingdan
RMB’000 | Total
RMB’000 |
| --- | --- | --- | --- |
| Revenue from contracts with customers within the scope of HKFRS 15: | | | |
| — Sales of IC, other electronic components,
AIoT products and proprietary and semi-conductor products | 9,568,549 | 516,558 | 10,085,107 |
| — Service revenue from software licensing | — | 3,040 | 3,040 |
| | 9,568,549 | 519,598 | 10,088,147 |
| Revenue from other sources | — | 40,980 | 40,980 |
| | 9,568,549 | 560,578 | 10,129,127 |
| Disaggregation of revenue from contracts with customers by timing of recognition | | | |
| — At a point in time | 9,568,549 | 516,558 | 10,085,107 |
| — Over time | — | 3,040 | 3,040 |
| Total revenue from contracts with customers | 9,568,549 | 519,598 | 10,088,147 |

Transaction price allocated to the remaining performance obligations

The sales of IC, other electronic components, AIoT products and proprietary and semi-conductor products and service revenue from software licensing are with an original expected duration of one year or less or contracts for which revenue is recognised at the amount of which that Group has the right to invoice for the services performed. Accordingly, the Group has elected the practical expedient and has not disclosed the amount of transaction price allocated to the performance obligations that are unsatisfied (or partially satisfied) as of the end of the reporting period.

4. SEGMENT INFORMATION

Information reported to the executive directors of the Company, being the chief operating decision maker (the "CODM"), for the purpose of resource allocation and assessment of segment performance focuses on types of goods or services provided. The executive directors of the Company have chosen to organise the Group around differences in products and services.

In a manner consistent with the way in which information is reported internally to the Group's CODM for the purposes of resource allocation and performance assessment, the Group has identified two reportable segments:

Comtech: Sales of IC, other electronic components and AIoT products

Ingdan: Sales of proprietary and semi-conductor products, Ingfin Financing Services

Operating segments in Comtech and Ingdan, as identified by the CODM, have been aggregated in arriving at reportable segments of the Group.

Segment revenues and results

The following is an analysis of the Group's revenue and results by reportable segments.

For the year ended 31 December 2025

| | Comtech
RMB'000 | Ingdan
RMB'000 | Total
RMB'000 |
| --- | --- | --- | --- |
| Segment revenue | 14,441,140 | 765,553 | 15,206,693 |
| Segment profit | 430,533 | 212,018 | 642,551 |
| Unallocated income | | | 8,754 |
| Unallocated corporate expenses | | | (118,934) |
| Unallocated finance costs | | | (144,494) |
| Share of results of associates | | | 7,078 |
| Profit before tax | | | 394,955 |
| For the year ended 31 December 2024 | | | |
| | Comtech
RMB'000 | Ingdan
RMB'000 | Total
RMB'000 |
| Segment revenue | 9,568,549 | 560,578 | 10,129,127 |
| Segment profit | 366,130 | 130,992 | 497,122 |
| Unallocated income | | | 24,059 |
| Unallocated corporate expenses | | | (93,270) |
| Unallocated finance costs | | | (125,260) |
| Share of results of associates | | | 6,400 |
| Profit before tax | | | 309,051 |

The accounting policies of the operating segments are the same as the Group's accounting policies described in note 3. Segment profit represents the profit earned by each segment without allocation of central administrative and certain other operating expenses, other income, finance costs, and share of results of associates. This is the measure reported to the CODM for the purpose of resource allocation and performance assessment.

26 -

5. OTHER INCOME, GAINS AND LOSSES

| | 2025
RMB'000 | 2024
RMB'000 |
| --- | --- | --- |
| Bank interest income | 20,087 | 13,407 |
| Government grants | 8,030 | 4,625 |
| Loss on disposal of investment properties | (2,622) | (774) |
| Late payment penalty for PRC Enterprises Income Tax | (21,612) | — |
| Other | 4,871 | 6,801 |
| | 8,754 | 24,059 |
| 6. FINANCE COSTS | | |
| | 2025
RMB'000 | 2024
RMB'000 |
| Interest on other financial liabilities | 37,039 | 39,352 |
| Interests on bank loans | 97,583 | 83,208 |
| Interests on lease liabilities | 1,069 | 1,264 |
| Factoring costs | 8,803 | 1,436 |
| | 144,494 | 125,260 |
| 7. INCOME TAX EXPENSES | | |
| | 2025
RMB'000 | 2024
RMB'000 |
| Current tax: | | |
| PRC Enterprises Income Tax | 17,352 | 13,668 |
| Hong Kong Profits Tax | 46,883 | 29,545 |
| | 64,235 | 43,213 |
| Under(over)provision in prior years: | | |
| PRC Enterprises Income Tax | 27,909 | — |
| Deferred tax | (7,337) | (7,652) |
| | 84,807 | 35,561 |

8. DIVIDENDS

No dividend was paid or proposed for the shareholders of the Company during the year ended 31 December 2025 and 2024, nor has any dividend been proposed since the end of the reporting period.

EARNINGS PER SHARE

The calculation of the basic and diluted earnings per share attributable to owners of the Company is based on the following:

| | 2025
RMB'000 | 2024
RMB'000 |
| --- | --- | --- |
| Earnings | | |
| Earnings for the purpose of basic and diluted earnings per share, representing profit for the year attributable to owners of the Company | 214,765 | 189,854 |
| | 2025
'000 | 2024
'000 |
| Number of shares | | |
| Weighted average number of ordinary shares for the purpose of basic earnings per share | 1,582,928 | 1,370,327 |
| Effect of dilutive potential ordinary shares: | | |
| Deemed issue of shares under the Company’s RSU scheme | 51 | 665 |
| Weighted average number of ordinary shares for the purpose of diluted earnings per share | 1,582,979 | 1,370,992 |

The weighted average number of ordinary shares for the calculation of earnings per share has been adjusted for the effects of the shares held by the trustee pursuant to the RSU scheme and treasury shares.

TRADE, BILLS AND OTHER RECEIVABLES

| | 2025
RMB'000 | 2024
RMB'000 |
| --- | --- | --- |
| Receivables at amortised cost comprise: | | |
| — Trade receivables | 2,562,890 | 2,013,405 |
| — Bills receivables | 68,415 | 41,778 |
| Trade and bills receivables | 2,631,305 | 2,055,183 |
| Less: loss allowance on trade receivables | (132,259) | (89,307) |
| | 2,499,046 | 1,965,876 |
| Loan interest receivables | 68,778 | 73,181 |
| Trade deposits and prepayments | 1,010,040 | 310,291 |
| Other receivables | 10,905 | 21,371 |
| Investment in debenture | 10,000 | 10,000 |
| | 3,598,769 | 2,380,719 |

27 -

The Group allows credit period ranging from 0 to 120 days (2024: 0 to 120 days) from the date of billing. The following is an ageing analysis of trade and bills receivables, net of loss allowance on trade receivables, presented based on the dates of delivery of goods, which approximates the respective revenue recognition dates, at the end of the reporting period.

| | 2025
RMB'000 | 2024
RMB'000 |
| --- | --- | --- |
| Within 1 month | 2,274,321 | 1,839,691 |
| 1 to 2 months | 79,965 | 42,347 |
| 2 to 3 months | 31,014 | 11,751 |
| Over 3 months | 113,746 | 72,087 |
| | 2,499,046 | 1,965,876 |

11. LOANS RECEIVABLES

The following is a maturity profile of loans receivables, presented based on their contractual or renewed maturity dates at the end of the reporting period:

| | 2025
RMB'000 | 2024
RMB'000 |
| --- | --- | --- |
| Within 6 months | 122,698 | — |
| 6–12 months | 244,953 | 2,875 |
| Over 1 year | 294,866 | 803,622 |
| | 662,517 | 806,497 |

12. TRADE AND OTHER PAYABLES

| | 2025
RMB'000 | 2024
RMB'000 |
| --- | --- | --- |
| Trade payables | 1,917,099 | 2,388,410 |
| Accrued staff costs | 35,028 | 29,473 |
| Other payables | 55,221 | 57,344 |
| | 2,007,348 | 2,475,227 |

The following is an ageing analysis of trade payables presented based on the invoice date at the end of the reporting period:

| | 2025
RMB'000 | 2024
RMB'000 |
| --- | --- | --- |
| Within 1 month | 1,369,070 | 1,891,643 |
| 1 to 3 months | 482,285 | 465,111 |
| Over 3 months | 65,744 | 31,656 |
| | 1,917,099 | 2,388,410 |

The average credit period granted to the Group is 30 days (2024: 30 days). The Group has financial risk management in place to ensure that all payables are settled within the credit timeframe.

13. SHARE CAPITAL

	Number of shares	Amount in original currency US$	Shown in the consolidated financial statements RMB'000
Ordinary shares of US$0.0000001 each
Authorised:
At 1 January 2024, 31 December 2024 and
31 December 2025	500,000,000,000	50,000	N/A
Issued and fully paid:
At 1 January 2024, 31 December 2024, 1 January 2025	1,394,262,732	139	1
Issue of shares	250,000,000	25	—
At 31 December 2025	1,644,262,732	164	1

30 -

USE OF NET PROCEEDS FROM SUBSCRIPTION OF SHARES

On February 7, 2025, the Company entered into a subscription agreement (the “2025 Subscription Agreement”) with the subscriber, Optimum Profuse Technology (HK) Limited (the “Subscriber”), an independent third party to the Company and its connected persons, pursuant to which the Subscriber has conditionally agreed to subscribe for, and the Company has conditionally agreed to issue and allot, 250,000,000 subscription shares (the “Subscription Shares”) at the subscription price of HK$1.30 each for an aggregate amount of HK$325,000,000 (the “2025 Subscription”). Tranche One Completion and Tranche Two Completion of the 2025 Subscription took place on February 20, 2025 and March 3, 2025, respectively. The net proceeds raised from the 2025 Subscription were approximately HK$324,146,453. The Company intends to use the net proceeds from the 2025 Subscription for (i) the purchase of shares in Shenzhen Comtech, and direct payment of the purchase price and payment of the relevant amount payable by the Company to the investors who exercised their redemption right as set out in the Company’s announcement dated December 31, 2024; and (ii) general working capital of the Company. As at the date of this announcement, the net proceeds from the 2025 Subscription had been utilised in full in accordance with the intentions previously disclosed by the Company.

Please refer to the announcements of the Company dated February 10, 2025, February 20, 2025 and March 3, 2025, for more details of the 2025 Subscription. Unless otherwise defined, capitalized terms used herein shall have the same meanings as those defined in the above-mentioned announcements.

PURCHASE, SALE OR REDEMPTION OF THE COMPANY’S LISTED SECURITIES

During the year ended December 31, 2025, neither the Company nor any of its subsidiaries purchased, sold or redeemed any of the Company’s securities listed on the Hong Kong Stock Exchange (including any sale of treasury shares (as defined under the Listing Rules). As of December 31, 2025, the Company did not hold any treasury shares (as defined under the Listing Rules).

COMPLIANCE WITH THE CORPORATE GOVERNANCE CODE

The Company is committed to maintaining and promoting stringent corporate governance. The principle of the Company’s corporate governance is to promote effective internal control measures and to enhance the transparency and accountability of the Board to all shareholders. The Board is of the view that the Company has complied with all the applicable code provisions set out in the Corporate Governance Code (the “CG Code”) contained in Appendix C1 to the Listing Rules, save and except for code provisions C.2.1 and D.1.2 of part 2 of the CG Code as explained below, during the Reporting Period.

Code provision C.2.1 of part 2 of the CG Code stipulates that the roles of chairman and chief executive should be separate and should not be performed by the same individual. The Company does not have a separate chairman and chief executive officer and Mr. KANG Jingwei, Jeffrey currently performs these two roles. The Board believes that vesting the roles of both chairman and chief executive officer in the same person has the benefit of ensuring consistent leadership within the Group and enables more

effective and efficient overall strategic planning for the Group. The Board considers that the balance of power and authority for the present arrangement will not be impaired and this structure will enable the Company to make and implement decisions promptly and effectively. The Board will continue to review and consider splitting the roles of chairman of the Board and the chief executive officer of the Company at a time when it is appropriate by considering circumstances of the Group as a whole.

Pursuant to code provision D.1.2 of part 2 of the CG Code that is applicable during the Reporting Period, management should provide all members of the board with monthly updates, giving a balanced and understandable assessment of the issuer's performance, position, and prospects in sufficient details to enable the board as a whole and each director to discharge their duties under Rule 3.08 and Chapter 13 of the Listing Rules. During the Reporting Period, although the management of the Company did not provide a regular monthly update to the members of the Board, the management has provided to the Board on quarterly basis and when appropriate, the updated business information of the Group to keep all Directors abreast of the performance, position and prospects of the Group and to enable them to discharge their duties.

The Company will continue to regularly review and monitor its corporate governance practices to ensure compliance with the latest measures and standards set out in the CG Code, and to maintain a high standard of corporate governance practices of the Company.

Further information concerning the corporate governance practices of the Company will be set out in the corporate governance report in the annual report of the Company for the year ended December 31, 2025.

COMPLIANCE WITH THE MODEL CODE FOR SECURITIES TRANSACTIONS BY DIRECTORS

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 as the code of conduct regarding the Directors' dealings in the securities of the Company. Having made specific enquiry of all the Directors and the relevant employees of the Company, all the Directors confirmed that they have strictly complied with the required standards set out in the Model Code for the Reporting Period and up to the date of this announcement.

The Board has also adopted the Model Code to regulate all dealings by relevant employees who are likely to be in possession of unpublished inside information of the Company in respect of securities in the Company as referred to in code provision C.1.3 of part 2 of the CG Code. No incident of non-compliance with the Model Code by the Company's relevant employees has been noted throughout the Reporting Period after making reasonable enquiry.

31 -

32 -

AUDIT COMMITTEE

The Company has established an audit committee (the “Audit Committee”) with written terms of reference in accordance with the CG Code. As at the date of this announcement, the Audit Committee comprises three members, namely, Mr. HAO Chunyi, Charlie, Mr. YE Xin and Dr. MA Qiyuan, all being independent non-executive Directors. Mr. HAO Chunyi, Charlie is the chairman of the Audit Committee.

The Audit Committee has reviewed the annual results of the Group for the Reporting Period. The Audit Committee has also discussed matters with respect to the accounting policies and practices adopted by the Company and internal control with senior management members and the external auditor of the Company, SHINEWING (HK) CPA Limited (“SHINEWING”).

SCOPE OF WORK OF SHINEWING

The figures in respect of the Group’s consolidated statement of financial position, consolidated statement of profit or loss and other comprehensive income and the related notes thereto for the year ended December 31, 2025 as set out in the results announcement have been agreed by the Group’s auditors, SHINEWING, to the amounts set out in the Group’s audited consolidated financial statements for the year. The work performed by SHINEWING in this respect did not constitute an assurance engagement in accordance with Hong Kong Standards on Auditing, Hong Kong Standards on Review Engagements or Hong Kong Standards on Assurance Engagements issued by the HKICPA and consequently no assurance has been expressed by SHINEWING on this results announcement.

OTHER BOARD COMMITTEES

In addition to the Audit Committee, the Company has also established a nomination committee and a remuneration committee.

MATERIAL LITIGATION

As of December 31, 2025, the Company was not involved in any material litigation or arbitration. Nor were the Directors aware of any material litigation or claims that were pending or threatened against the Company.

FINAL DIVIDEND

The Board does not recommend the distribution of a final dividend for the year ended December 31, 2025.

33 -

ANNUAL GENERAL MEETING AND PERIOD OF CLOSURE OF REGISTER OF MEMBERS

The Company will arrange the time of convening the annual general meeting (the “AGM”) as soon as practicable. A notice and circular convening the AGM will be published and dispatched to the shareholders of the Company, where applicable, in a manner required by the Listing Rules. Once the date of the AGM is finalized, the Company will publish the period of closure of register of members of the Company in a separate announcement and in the notice of the AGM.

PUBLICATION OF THE ANNUAL RESULTS ANNOUNCEMENT AND ANNUAL REPORT

This annual results announcement is published on the website of the Stock Exchange at www.hkexnews.hk and the website of the Company at www.ingdangroup.com. The annual report of the Group for the year ended December 31, 2025 will be published on the aforesaid websites and will be dispatched to the Company’s shareholders, if requested, in due course.

By Order of the Board
Ingdan, Inc.
KANG Jingwei, Jeffrey
Chairman, Executive Director
and Chief Executive Officer

Hong Kong, March 31, 2026

As at the date of this announcement, the executive Directors are Mr. KANG Jingwei, Jeffrey, Mr. WU Lun Cheung Allen and Ms. GUO Lihua; and the independent non-executive Directors are Mr. YE Xin, Dr. MA, Qiyuan and Mr. HAO Chunyi, Charlie.