Interim Report
2025

Wison Engineering
Builds a Better World

Wison Engineering Services Co. Ltd.
(Incorporated in the Cayman Islands with limited liability Stock Code: 2236)
Wison

WISON ENGINEERING

CHINA'S LEADING ENERGY AND CHEMICAL ENGINEERING EPC SERVICE AND TECHNOLOGY INTEGRATION SOLUTION PROVIDER

2 Corporate Information
4 Management Discussion and Analysis
26 Corporate Governance and Other Information
37 Report on Review of Interim Financial Information
39 Interim Condensed Consolidated Statement of Profit or Loss
40 Interim Condensed Consolidated Statement of Comprehensive Income
41 Interim Condensed Consolidated Statement of Financial Position
43 Interim Condensed Consolidated Statement of Changes in Equity
45 Interim Condensed Consolidated Statement of Cash Flows
48 Notes to Interim Condensed Consolidated Financial Information

Wison Engineering Services Co. Ltd. • Interim Report 2025

Corporate Information

BOARD OF DIRECTORS

Executive Directors

Mr. Zhou Hongliang
(Chairman & Chief Executive Officer)
Mr. Zheng Shifeng
Mr. Li Dun (Chief Financial Officer)

Non-executive Director

Mr. Liu Hongjun

Independent Non-executive Directors

Mr. Lawrence Lee
Mr. Feng Guohua
Mr. Tang Shisheng(3)
Ms. Guo Ruqian
Prof. Shi Donghui(2)
Prof. Dong Jing(2)

AUDIT COMMITTEE

Mr. Lawrence Lee (Chairman)
Mr. Feng Guohua
Mr. Tang Shisheng(3)
Ms. Guo Ruqian(1)

NOMINATION COMMITTEE

Ms. Guo Ruqian(1) (Chairman)
Mr. Tang Shisheng(3)
Mr. Feng Guohua
Mr. Lawrence Lee

Notes:

(1) Ms. Guo Ruqian has been appointed as a member of each of the audit committee, the nomination committee and the remuneration committee of the Company respectively with effect from 27 March 2025. She has further been appointed as the chairman of the nomination committee with effect from 6 June 2025.

(2) Prof. Shi Donghui and Prof. Dong Jing have been appointed as independent non-executive directors of the Company with effect from 21 August 2025.

(3) Mr. Tang Shisheng retired as an independent non-executive director of the Company and ceased to be the chairman of the nomination committee, a member of each of the audit committee and the remuneration committee of the Company with effect from 6 June 2025.

REMUNERATION COMMITTEE

Mr. Feng Guohua (Chairman)
Mr. Lawrence Lee
Mr. Tang Shisheng(3)
Ms. Guo Ruqian(1)

GLOBAL HEADQUARTERS, PRINCIPAL PLACE OF BUSINESS AND HEAD OFFICE IN THE PRC

633 Zhongke Road
Zhangjiang Hi-Tech Park
Pudong New Area
Shanghai 201210
PRC

PRINCIPAL SHARE REGISTRAR AND TRANSFER OFFICE

Conyers Trust Company (Cayman) Limited
Cricket Square
Hutchins Drive
P.O. Box 2681
Grand Cayman, KY1-1111
Cayman Islands

Wison Engineering Services Co. Ltd. • Interim Report 2025

Corporate Information

HONG KONG SHARE REGISTRAR

Computershare Hong Kong Investor Services Limited
Shops 1712–1716, 17/F, Hopewell Centre
183 Queen’s Road East
Wan Chai
Hong Kong

COMPANY SECRETARY

Ms. Tsang Chi Ka

AUTHORISED REPRESENTATIVES

Mr. Zhou Hongliang
Ms. Tsang Chi Ka

AUDITORS

Ernst & Young
Certified Public Accountants
Registered Public Interest Entity Auditor
27/F, One Taikoo Place
979 King’s Road
Quarry Bay, Hong Kong

PRINCIPAL BANKS

Industrial and Commercial Bank of China Limited
China CITIC Bank Corporation Limited
Shanghai Pudong Development Bank Co., Ltd
Bank of China Limited
China Merchants Bank Co., Ltd

REGISTERED OFFICE

Cricket Square
Hutchins Drive
P.O. Box 2681
Grand Cayman, KY1–1111
Cayman Islands

PRINCIPAL PLACE OF BUSINESS IN HONG KONG

Suite 2507, 25/F
Central Plaza
18 Harbour Road
Wan Chai
Hong Kong

COMPANY’S WEBSITE

www.wison-engineering.com

STOCK CODE

2236

Wison Engineering Services Co. Ltd. • Interim Report 2025

Management Discussion and Analysis

MARKET AND RESULTS OVERVIEW

In the first half of 2025, Wison Engineering Services Co. Ltd. (the "Company" or "Wison Engineering") remained committed to its mission of "Technology Innovation for a Better Future" and strove to become a world-leading provider of environmentally friendly services. Upholding the values of integrity, innovation, entrepreneurship, responsibility, respect, and win-win results, the Company continued to drive both its own growth and that of society. During the six months ended 30 June 2025 (the "Period" or "Period under Review"), the Company kept expediting its internationalisation, strengthened delicacy management, tightened risk control, enhanced its digital and modular capabilities, and consolidated its core competitiveness. Meanwhile, the Company has deepened its presence in the field of energy and chemical engineering to secure a leading position in the market, and has increased its continued investment in the field of new energy to accelerate its green transformation. Wison Engineering constantly enhanced its operational and management benefits and created value for customers.

During the Period under Review, the global economy was navigating in a complex, volatile, and challenging environment, characterised by uncertainties such as divergent growth among major economies, persistent inflationary pressures, ongoing geopolitical conflicts, and profound adjustments in the international trade landscape. However, amid a complex landscape, the Chinese economy has demonstrated strong momentum and resilience, with overall stable performance and steady progress in high-quality development. China's GDP grew 5.3% year on year to RMB66 trillion in the first half of 2025. Domestic consumption showed a marked recovery, while industrial investment saw rapid growth. The government made continuous efforts by introducing a series of precise and effective policies across fiscal, monetary, industrial and other domains, which stimulated domestic demand, promoted industrial upgrading and structural optimisation, injecting a strong impetus into high-quality economic development.

In the first half of 2025, international crude oil prices fluctuated due to geopolitical conflicts, OPEC+ production policy, and changes in global demand. Brent crude futures prices primarily fluctuated within the US$60–75 per barrel range. The decline in international oil prices and the prices of major petrochemicals put the petrochemical industry under huge operating pressure, leading to a general drop in industry profits. With the advances towards the "dual carbon" goals, the petrochemical sector accelerated the elimination of outdated production capacity. Companies stepped up their investments in energy conservation, emission reduction, clean energy, the circular economy and more, promoting the green and low-carbon industrial transition. Concurrently, with the profound adjustment in the domestic economic structure, demand was shifting towards high-end and sophisticated products. The rapid rise of emerging industries, such as new materials and new energy, has provided the impetus for the transformation and upgrading of the petrochemical industry. The hydrogen energy industry, in particular, has benefited from greater policy support, with significant progress in areas including technology and application.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Management Discussion and Analysis

During the Period under Review, the Company and its subsidiaries (collectively, the "Group") recorded revenue of approximately RMB3,653.1 million (for the six months ended 30 June 2024: approximately RMB1,837.9 million), representing a year-on-year increase of 98.8%. Gross profit amounted to approximately RMB267.2 million (for the six months ended 30 June 2024: approximately RMB114.2 million), representing a year-on-year increase of 134.0%. Profit attributable to owners of the parent company amounted to approximately RMB74.6 million (for the six months ended 30 June 2024: loss attributable to owners of the parent company of approximately RMB34.3 million). In the first half of 2025, the total value of new contracts secured by the Group amounted to approximately RMB51.1 million (net of estimated value added tax ("VAT")). As at 30 June 2025, the total value of the Company's outstanding contracts was approximately RMB22,121.5 million (net of estimated VAT).

Consolidating Core Businesses and Venturing into Emerging Areas

During the Period under Review, Wison Engineering continuously focused on its principal businesses and advantageous areas, advanced its internationalisation and cemented its position in core business markets. Its business lines, including ethylene, propane dehydrogenation ("PDH"), polyolefins (including PE/PP/POE), methanol-to-olefins ("MTO"), and oil and gas processing, developed steadily and smoothly, consistently contributing to the Company's solid performance and profit growth.

The Company increased investment in new energy technology ("R&D"), and made an all-out effort to accelerate the expansion into new markets. Constant new progress was made in emerging technologies and products, including degradable plastics ("PGA"), methyl methacrylate ("MMA"), carbon emission reduction, green alcohol and green ammonia. The Company stays committed to its ambitious strategic goals of international expansion and new energy transition, injecting a strong impetus into its long-term growth.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Management Discussion and Analysis

Wison Engineering implemented a strategy to push forward with its domestic and international projects in an all-round and precise manner, making every effort to achieve project objectives. The progress of key projects is outlined as follows:

Yangmei First Fertilizer’s syngas plant: The engineering work was fully complete, with procurement and construction work 98% and 95% finished respectively. The main structure of the project is scheduled for completion by the end of July 2025, which will enhance the client’s production capacity.

Panjin Sanli’s MMA project: The intermediate products of propionaldehyde and propanol passed quality inspection on 28 December 2024. The project has since produced qualified MMA and is in commercial operation, creating benefits for the client.

Turnkey project for cracking furnaces of Wanhua Chemical’s 1.2-million-tonne-per-year ethylene plant: The project was completed and delivered on 3 March 2025. It successfully performed commissioning and start-up on the first attempt on 3 April, producing qualified ethylene products. The plant is currently in full-load commercial operation, marking a new achievement for Wison Engineering in the commercial operation of a million-tonne-level ethylene plant using proprietary technology.

Guangxi Huayi’s MTO project: The engineering work was fully complete, with procurement and construction work 96% and 78% finished respectively. The compressor was installed in February 2025. The substation was ready for electricity reception at the end of June, and pipe installation was 73% complete. The project is scheduled to be completed mechanically in December 2025.

Shanghai Waigaoqiao No. 3 Power Generation’s green CO2-to-methanol demonstration project: The project produced qualified methanol in January 2025 and completed its performance assessment in March, setting a benchmark for the carbon capture, utilisation, and storage (“CCUS”) in the carbon emission reduction sector.

Saudi Aramco’s DPCU project: The engineering work was 100% complete, with procurement and construction work 99% and 76% finished respectively. The project is scheduled for completion and delivery in December 2025, which will enhance operational efficiency of the owner’s oil and gas business.

Qatar’s EPC4 sulphur-handling project: The overall project was 68% complete, with engineering, procurement and construction work 98%, 80% and 42% finished. It is currently at the peak of structural and piping installation, with mechanical completion scheduled for June 2026.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Management Discussion and Analysis

FARABI’s Lab4 project in Saudi Arabia: The overall project reached 97% completion, with engineering, procurement and construction work 100%, 99% and 98% finished respectively. The Company is currently providing full support for the owner’s start-up preparations. The reformer is scheduled to begin drying in mid-July, as a move to cooperate with the owner’s overall production preparations.

UAE’s sulphur granulation project: The letter of award was received from the owner in the first quarter of 2025. An execution team for the engineering, procurement and construction (“EPC”) project has since been established, with commencement of early-stage design and long-term equipment procurement inquiries and order placement.

Enhancement in Project Management Competence

During the Period under Review, Wison Engineering adhered to its overarching strategic objectives of innovation, transformation, efficiency, and global business development. Throughout the project execution process, the Company upheld principles of standardisation, internationalisation, digitalisation, and delicacy management. It optimised the integrated project management platform, strengthened training on the project management system, refined its management procedures, and bolstered risk management and control capabilities. These efforts have continuously enhanced its core competitiveness, enabling it to achieve client satisfaction and create greater value for shareholders.

Remarkable Achievement in QHSE Management

In the first half of 2025, the Company continuously strengthened its quality, health, safety, and environment (“QHSE”) management and optimised its QHSE management system. Leveraging opportunities from its push for internationalisation and the implementation of overseas projects with high QHSE standards, Wison Engineering, expanded its engineering services towards green carbon emission reduction and new energy development, striving to provide customers with higher-quality products and services, and also ensure the safety and occupational health of all employees. To be specific, it implemented measures for green environmental protection, energy conservation, and carbon emission reduction.

During the Period under Review, the key health, safety and environment (“HSE”) indicators for the Company’s contracted projects were all within the targets set at the beginning of 2025. A total of 12.7 million safe man-hours were achieved across domestic and overseas projects under construction, and no lost-time incidents, environmental pollution incidents, or occupational health incidents occurred on any project. Specifically, Yangmei First Fertilizer’s project achieved 3 million safe man-hours, and both Saudi Arabia’s FARABI LAB4 project and Saudi Aramco’s DPCU project recorded 9 million safe man-hours. Wison Engineering was honoured as a contractor with safety excellence at QatarEnergy 2024 Annual Safety Summit for Qatar’s EPC4 project. With Guangxi Huayi’s MTO project, the Company won the “Monthly Advanced Collective for Safe Production” award three times and claimed the top spot in the comprehensive evaluation of EPC contractors for its outstanding management capabilities in April. The above achievements fully underscore the Company’s QHSE management capabilities and standards during project execution.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Management Discussion and Analysis

Ongoing Global Layout, and Surging Momentum in Green Transition

In the first half of 2025, Wison Engineering seized the strategic opportunities arising from the global low-carbon energy transition and industry chain upgrading. Driven by the dual engines of "technology leadership and global presence", the Company deepened its development path of "low-carbon transition of traditional energy and scale-up of new energy". Overseas business continued to drive growth, the implementation of green projects was expedited, and the momentum for high-quality development was fully unleashed.

In-depth Expansion into Global Markets

Leveraging its core strengths in modular construction and full-industry-chain services, the Company achieved high-quality project delivery and secured new orders in key regions, such as the Middle East and Africa, thereby significantly reinforcing its international competitiveness.

In the Middle East market, Wison Engineering deepened its long-term cooperation with industry giants, including Saudi Arabian Oil Company ("Saudi Aramco") and Abu Dhabi National Oil Company ("ADNOC"), expanding its business from the chemical sector into the oil and gas industry. The ongoing Saudi Aramco's modular construction project proceeded smoothly, with the main part of the project expected to be completed by the end of 2025, which will set a benchmark for future cooperation on large projects. During the Period under Review, Wison Engineering received a letter of award on an EPC contract for a sulphur granulation project in UAE, which is the Wison Engineering's largest single contract in the Middle East and underscoring its core market position. In the meantime, the Company was working out technical and business plans for ADNOC's several oil and gas field expansion projects valued at tens of billions of yuan, which are expected to be converted into orders in the second half of 2025.

In Africa, the front-end engineering design ("FEED") for the Nigerian PDH/PP project was completed and high-quality delivery was achieved during the Period under Review. The Company is negotiating the EPC contract with the client and is expected to win the order in the second half of 2025.

Accelerated Green Transition: Powered by Technology, Scaled by Demonstration

Revolving around the "dual carbon" goals, the Company's new energy and new material business achieved a crucial leap from technology verification to commercial implementation, yielding fruitful results in collaborative innovation across the industry chain.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Management Discussion and Analysis

During the Period under Review, Wison Engineering endeavoured to broaden its market dimensions and relied on core products to track and seize project opportunities in global burgeoning fields such as new energy. In the domestic market, the Company cast its eyes on Northwest China, Northeast China and other key regions regarding new energy, where it actively developed wind/solar-to-green hydrogen/ammonia, biomass-to-green-methanol/green-liquefied natural gas, and sustainable aviation fuel (SAF) projects. It actively participated in the feasibility study, engineering design, and EPC bidding stages of multiple projects, which was expected to make substantial progress in the short term and turn these projects into specific engineering service contracts.

With overseas markets as its strategic focus, the Company embraced abundant opportunities in the renewable energy markets in Europe, the Middle East, Southeast Asia, North America, and Latin America. In some new energy projects, Wison Engineering, as the sole Chinese engineering company, participated in the bidding process at different stages. The FEED contract for a Turkish biomass-to-green-methanol project of the Company was executed smoothly during the Period under Review. Additionally, the Company held multiple rounds of in-depth discussions with various overseas clients and international partners. It actively participated in consulting, FEED, and EPC bidding for green hydrogen, green ammonia, green methanol, SAF, and carbon dioxide capture projects across the globe, laying a solid foundation for securing more engineering orders in the future.

Fruitful Results in Commercialisation of Core Proprietary Technologies

The EPC contract for Guangxi Huayi's 1-million-tonne/year MTO plant was executed efficiently. The plant is scheduled to be mechanically completed at the end of December 2025, which will serve as a model for domestic MTO technical engineering projects. The process design package for Wanhua Chemical's ethylene project was delivered, and technology licensing entered the implementation phase. The Company signed a technology licensing contract on the million-tonne ethylene technology upgrading project of Dongming Zhongyou Fuel and Petrochemical Co., Ltd., further consolidating its market position. Multiple technical consulting and process design package contracts were signed in the fields of new materials like high-end polyolefins and MMA, revealing new growth points.

Green Transition: Accelerating Collaborative Innovation to Enhance Core Competitiveness

During the Period under Review, Wison Engineering, aiming to further consolidate its value proposition centred on modularisation, standardisation, and productisation, has established strategic partnerships in the key area of hydrogen production with leading homegrown electrolytic hydrogen production technology companies, such as Sinohydo and Sungrow Hydrogen. Along with its partners, the Company engaged in deep collaborative innovation in standardisation and modularisation of green hydrogen projects. To meet various hydrogen production needs, they jointly developed a series of system solutions, achieving comprehensive productisation, standardisation, serialisation, and modularisation of the green hydrogen production system.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Management Discussion and Analysis

Furthermore, the Company successfully signed an early-work contract for a large hydrogen and ammonia production plant in Europe and actively got involved in developing technical plans and bidding for multiple projects in Europe, North America, and Southeast Asia, demonstrating its strong competitiveness and technical expertise in the international market.

In terms of R&D of low-carbon technology, Wison Engineering entered into strategic cooperation agreements with leading absorbent manufacturers and technology licensors in the carbon capture domain. Together, they developed efficient system solutions for carbon capture and tail gas treatment, injecting new development momentum into the global CCUS market.

Simultaneously, the Company actively promoted innovation in the collaboration with several top-class international technology licensors, aiming to jointly create integrated system solutions that are modular, standardised, digital, intelligent, and cost-effective. This not only enhances the core competitiveness of both parties in global engineering projects, but also provides clients with greater economic benefits and technical assurance.

"Plant as a Product": "MegaFlex" One-Stop Integrated Solution for Large-Scale Green Hydrogen Production

During the Period under Review, Wison Engineering signed a strategic cooperation agreement with Sungrow Hydrogen, pursuant to which both parties will develop, optimise, and promote modular solutions for 100-megawatt-level hydrogen production plants. Leveraging Wison Engineering's extensive experience in developing standardised plants and Sungrow Hydrogen's leading position in renewable energy-based electrolytic hydrogen production, the two parties officially launched MegaFlex, a new one-stop integrated solution for large-scale green hydrogen production at the International Photovoltaic Power Generation and Smart Energy Conference & Exhibition (SNEC) in Shanghai in June 2025.

The MegaFlex solution was derived from the innovative "plant-as-a-product" concept, transforming green hydrogen plants from traditional projects into replicable, scalable, and rapidly deployable industrial products. This shift not only significantly improves project delivery efficiency, but also delivers a better levelised cost of hydrogen (LCOH). The launch ceremony became a major bright spot of the SNEC 2025.

Sungrow Hydrogen is a leader in the renewable energy-based electrolytic hydrogen production industry. Through this collaboration, both parties aim to leverage their respective technological advantages and market resources to promote the development of the green hydrogen industry and provide global clients with more efficient and competitive green hydrogen production solutions.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Management Discussion and Analysis

Remarkable Achievements in the R&D of New Materials and New Processes

It is a prevailing trend in the industry to develop and apply new technologies, such as new materials and degradable plastics, and it is also the key development direction for Wison Engineering. During the Period under Review, Wison Engineering made new progress in several key technologies in related fields.

Wison Engineering participated in the development and won the EPC contract of Panjin Sanli’s 50,000-tonne-per-year MMA project, the first industrialised project using the new green ethylene-to-MMA process. The project successfully commenced operation started up during the Period under Review. The high-quality MMA products produced by the plant are well-received by the market. Meanwhile, the successful commercial application of this technology has attracted numerous domestic and international chemical producers to visit the Panjin plant and discuss technology licensing. As the sole provider of the process design package and engineering design for this technology, Wison Engineering stands ready to offer more clients quality services. Being the first industrialised ethylene-based MMA production plant in China, the project adopts the leading ethylene hydroformylation technology and the new technology of one-step oxidative esterification of methylacrolein with complete domestic intellectual property rights. Through innovative, green and sustainable technical solutions, the project effectively solves the problems of high pollution and energy consumption arising from the common processes of MMA production via acetone cyanohydrin in China.

In terms of innovative technology development and industrialisation of degradable plastics, the pilot test for the 1,000-tonne PGA plant, a collaboration between Wison and Inner Mongolia Rongxin Chemical Co., Ltd., entered a critical phase during the Period under Review. R&D personnel are overcoming technical challenges, striving to complete the engineering experimental study on this technology within 2025 to establish a basis for the design of a commercial plant.

Wanhua Chemical’s 1.2 million-tonne-per-year ethylene plant, designed and constructed by the Company with its intellectual property rights (“IPRs”), successfully started up on 3 April 2025. It is running smoothly with all economic and technical indicators meeting design values. The plant utilises Wison’s patented HS-I/HS-II cracking furnaces and advanced ethylene separation technology, showing technical advantages, such as broad feedstock adaptability, high olefin recovery rate, low energy consumption, long operating cycles, and low material emissions, during start-up. Wison Engineering is one of the few companies in China that owns a complete set of large-scale ethylene technologies. After upgrading and optimisation, the Company’s ethylene production technology demonstrates significant advantages, including improved olefin yield, reduced investment, lower energy consumption and emissions, and longer-cycle operation.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Management Discussion and Analysis

The oxidative dehydrogenation of ethane ("ODHE") technology, jointly developed by the Company and the Dalian Institute of Chemical Physics of the Chinese Academy of Sciences, is being actively promoted. Preliminary plans and feasibility studies for several projects were completed during the Period under Review. The technology is applicable for ethylene production via various ethane materials with significantly lower investment costs, energy consumption, and carbon emissions than those of traditional processes. It is of ground-breaking significance to ethylene production, aligned with the global trend of using light olefin raw materials, and holds broad application prospects.

Wison Engineering is committed to promoting the leading domestic and international catalysts and complete process technologies for the oxidative dehydrogenation of butene to butadiene. During the Period under Review, Wison Engineering optimized and upgraded its existing butadiene catalysts and the related processes. Its new generation of energy-saving butene oxidative dehydrogenation catalyst and reaction and complete process substantially reduces steam consumption and further lowers energy consumption by 30% and wastewater generation by 40% compared to existing technologies. The Company signed contracts on the preparation of feasibility study reports for projects concerning oxidative dehydrogenation of butene to butadiene with two companies.

In terms of process technologies, the butadiene business division has been committed to the innovation of C4 separation technology. Utilising a new solvent for C4 alkane and alkene separation, this technology reduces energy consumption by over 40% and wastewater generation by over 90% compared to traditional processes. The Company signed letters of intent on technology cooperation with several companies, one of which has already revamped a C4 separation plant using this energy-saving technology. The revamp is substantially complete, with commissioning and start-up scheduled for September 2025. This technology successfully utilised will become another major technological highlight of Wison Engineering. Based on previously industrialised butadiene extraction technology, a new generation of butadiene extraction technology has been successfully developed through technological innovation. Compared with traditional extraction processes, it reduces energy consumption by over 10% and has been successfully commercialised. The successful commercialisation of this technology allows Wison Engineering to maintain its leading edge in the field of domestic butadiene extraction technology and will also promote the overall improvement of the domestic butadiene industry.

During the Period under Review, Wison Engineering secured 5 new authorised patents and 1 registered software copyright, including 1 invention patent and 4 utility model patents. It filed 11 new patent applications, continuously strengthening its intellectual property rights and technical reserves.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Management Discussion and Analysis

Fully Promoting the Application of Integration Platform to Comprehensively Improve Digitalisation and Delicacy Control across the Company's Projects

During the Period under Review, the Company focused on establishing an integration platform and promoting its application in projects, striving to create a digital information highway that connects all EPC stages. Significant results have been achieved. The material coding system it developed has been fully applied in new projects regarding ADNOC and heating furnace, ensuring the effectiveness and uniqueness of codes at all project stages. Through the development and project application of the document control system, accurate and timely sharing of documents and data has been achieved among all EPC parties, including owners, procurement suppliers, construction subcontractors, and third-party inspectors.

During the Period under Review, the integration platform's supply chain system, enabled the full-chain management of data from the design bill of materials and design inquiry documents to material warehousing. The construction management system manages the on-site construction process, with which it requires constructors to provide timely feedback on workload, upload quality reports promptly, and link quantities to cost control codes. This has enabled digital control of construction progress, quality, and costs, significantly enhancing the Company's level of delicacy management of construction sites.

Beyond that, efforts were stepped up on the development of a fund management system, with planned launch and application in August. The fund management system will achieve consistency and integration in fund business processing. It will leverage direct bank-enterprise connections to enhance real-time monitoring of fund operations and enable seamless integration with the fund system, financial system, and office automation (OA) system to increase payment and settlement efficiency. Moreover, the Company strengthened the establishment of an internal control system for funds and effectively monitored risks in the fund business in multiple ways, in a bid to ensure standardised, efficient, and safe fund management.

Systematically Implementing "Three-Pronged Transformation" Strategy to Accelerate International Organisational Capability Building

In the first half of 2025, Wison Engineering continued to deepen its core human resources strategy of "three-pronged transformation". Targeting organisational changes and guided by the goal of "attracting, retaining, leveraging, and developing talents", the Company continued its efforts to shift from a "service-oriented" HR system to a "drive-oriented" one, providing solid talent and organisational support for accelerated transformation and global expansion.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Management Discussion and Analysis

Attaching importance to the "source and utilisation" of talents, the Company systematically promoted global talent acquisition and cultivation. In terms of the source of talents, the Company conducted a joint survey on 13 project regions, including the Middle East and Southeast Asia, 6 international engineering companies in Europe, America, Japan, and South Korea, and 13 key domestic engineering companies. This led to the creation of an international talent pool of approximately 2,000 individuals, including foreign project execution personnel, Chinese overseas management personnel, and key technical experts, providing crucial talent support for international projects. Concurrently, the Company precisely recruited high-level technical experts and foreign-related key personnel to satisfy the needs from strategic businesses like new energy and green hydrogen, as well as the localisation of overseas projects, in order to fill the gaps in critical positions. From the perspective of the utilisation of talents, the Company systematically implemented the "Three Horizontal, Two Vertical" talent development system covering leadership development, project manager training, market awareness training, internal recruitment for mid-level positions, English proficiency enhancement, and cross-cultural communication. It has gradually created a stratified, multi-channel talent growth path and enhanced the project-related organisational capabilities.

As the Company's business transformation and internationalisation entered a deep-water zone, cross-regional collaboration and cultural integration became increasingly important. To better achieve connectivity and unity within the global organisation, the Company continuously enriches the forms of cultural transmission and implementation. At the headquarters level, it tied municipal-level public welfare organisations with the "Wison environment, social and governance ("ESG") Action" public welfare activity, enhancing employees' cultural perception and sense of social responsibility through practical actions. At the regional level, the Company organised cultural symposiums, localised induction training, and cross-cultural exchange activities in key business locations, such as the Middle East. These have enhanced regional teams' cultural awareness and integration, led to a shift from "passive cultural transmission" to "active cultural co-construction" and continuously stimulated organisational cohesion.

Due to the broadened business boundaries, diversified employee structure, and growing management scenario complexity, higher demands were placed on organisational agility, transparency, and digitalisation. The Company leveraged incentives, care, and digital tools to continuously optimise its management mechanism. As far as incentives and care are concerned, it signed an equity incentive agreement in the first round, fixed positions and staffing and classified job sequences, and built the "position recognition-performance evaluation-promotion" chain, providing a visible growth path for employees. In addition, platforms for mental health counselling and birthday benefits have been established, facilitating the creation of a non-cash care network. In terms of digitalisation, a digital talent mapping system was built internally to create a closed-loop talent management system and a decision support hub. Externally, the Company introduced intelligent tools and launched modules for artificial intelligence (AI) virtual interviews, English proficiency assessment, and value assessment, thereby establishing a three-dimensional selection standard based on "capability + language + culture".

Wison Engineering Services Co. Ltd. • Interim Report 2025

Management Discussion and Analysis

OUTLOOK

Looking ahead to the second half of 2025, the global economy is expected to continue its slow recovery, but regional divergence will persist. In the PRC, policies to stabilise growth will remain in effect, the structural transformation of the economy will be deepened and domestic demand potential will be further unleashed. Consumption will continue growth momentum, and the investment structure will be continuously optimised. With continuous technological innovation and industrial upgrading, new growth drivers, such as high-end manufacturing, the digital economy, and green energy, will support high-quality economic development. After a period of adjustment, the real estate industry is expected to stabilise at a low level. With policy support and market clearing running in parallel, its drag on the economy will gradually diminish.

Meanwhile, international crude oil prices will be continually influenced by multiple factors, including geopolitical conflicts, adjustments in oil production policies by major oil-producing countries, and expectations on the global energy transition. Such prices are expected to generally remain weak. The pressure on the cost side for chemical products is expected to ease further, which will potentially improve the profitability of the refining and downstream industries. Refineries will continually "reduce the output of oil products and increase the output of chemicals" to improve the yield of chemicals, accelerate the phase-out of inefficient production capacity and optimise regional distribution. Amid the global green transition, the petrochemical industry will quicken its pace to expand into the new energy sector. China will vigorously promote the development of the hydrogen energy industry and release a package of supportive policies to encourage companies to increase R&D investment in hydrogen production, storage, transportation, application, among others. Petrochemical enterprises are also actively participating in the construction of the hydrogen energy industry chain and utilising their technological and industrial advantages in the chemical sector to develop hydrogen-related businesses.

Despite the complex and volatile external environment, including geopolitical tensions, the continuous promotion of global green transition and the rapid development of low-carbon technologies maintain robust momentum and have not been significantly affected. The transformation of the traditional energy and chemical industry towards sustainable development has largely taken shape. In this context, Wison Engineering is at a critical stage of green and low-carbon transformation and international expansion. It will more resolutely increase strategic investment in the new energy business, actively seek changes, and adhere to technological innovation and value proposition upgrading, committed to building a more powerful green and low-carbon global cooperation ecosystem. Facing the challenges and opportunities presented by the rapidly-changing new energy market, the Company will continuously enhance its capabilities, optimise resource allocation, strengthen international cooperation, pursue innovation-driven development, and strive to become a key force in advancing the global energy transition.

Wison Engineering has always stuck to its vision of becoming a "globally distinguished environmental friendly service provider" and has steadfastly adhered to its new energy strategy. Its goal is not only to achieve its sustainable and sound development but also to provide efficient and environmentally-friendly solutions to global clients, so as to jointly move towards a greener and more sustainable future.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Management Discussion and Analysis

FINANCIAL REVIEW

Revenue and Gross Profit

During the Period under Review, revenue of the Group amounted to approximately RMB3,653.1 million (for the six months ended 30 June 2024: approximately RMB1,837.9 million), representing a year-on-year increase of 98.8%. Gross profit of the Group amounted to approximately RMB267.2 million (for the six months ended 30 June 2024: approximately RMB114.2 million), representing an increase of approximately 134.0%.

Details of comprehensive revenue and gross profit breakdown by business segments are set out below:

	Segment revenue		Segment gross profit		Segment gross profit margin
	Six months ended 30 June		Six months ended 30 June		Six months ended 30 June
	2025	2024	2025	2024	2025	2024
	RMB million (Unaudited)		RMB million (Unaudited)		%
EPC	3,518.1	1,687.2	218.9	93.9	6.2%	5.6%
Engineering, consulting and technical services	135.0	150.7	48.3	20.3	35.8%	13.5%
	3,653.1	1,837.9	267.2	114.2	7.3%	6.2%

The revenue of EPC of the Group increased by 108.5% from RMB1,687.2 million in the corresponding period of last year to RMB3,518.1 million during the Period under Review. The increase in EPC revenue was primarily attributable to the fact that during the Period, the Group's major EPC projects were in the principal construction phase and equipment delivery phase, whereas in the corresponding period of last year, these projects were still in preliminary stages, resulting in a year-on-year increase in recognizable revenue. The EPC segment recorded gross profit margin of 6.2%, compared to 5.6% in the corresponding period of last year. The year-on-year improvement in gross profit margin was mainly driven by the Company's ongoing efforts to improve quality and efficiency during the Period.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Management Discussion and Analysis

The revenue of engineering, consulting and technical services of the Group decreased by 10.4% from RMB150.7 million in the corresponding period of last year to RMB135.0 million during the Period under Review. The gross profit margin of the segment increased from 13.5% in the corresponding period of last year to 35.8% during the Period under Review. During the corresponding period of last year, the forecasted engineering cost for certain projects increased, which resulted in a decline in gross profit margin in that period.

Details of comprehensive revenue breakdown by industries in which our clients operate are set out below:

	Six months ended 30 June
	2025 RMB million (Unaudited)	2024 RMB million (Unaudited)	Change RMB million	Change %
Petrochemicals	2,562.2	1,654.1	908.1	54.9%
Coal-to-chemicals	1,101.0	147.2	953.8	648.0%
Oil refineries, public infrastructure, other products and services	-17.4	35.1	-52.5	-149.6%
New energies	7.3	1.5	5.8	386.7%
	3,653.1	1,837.9	1,815.2	98.8%

Revenue from the petrochemical business segment increased by 54.9%, primarily due to the Group's overseas petrochemical projects were under principal construction phase. These projects were still in the preliminary phases in the corresponding period of last year.

Revenue from the coal-to-chemicals business segment increased by 648.0%, mainly because the Group's domestic coal-to-chemicals projects entered into principal construction phase in the second half of 2024 and were well-in-progress during the Period.

The projects in oil refineries, public infrastructure, other products and services business segment have been mostly completed. The fluctuation during the Period was mainly because during the Period, the Group adjusted contract settlement amounts for a domestic new materials project with client and certain subcontractors. The revenue and cost were adjusted accordingly.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Management Discussion and Analysis

During the Period, the number of the Group's new energies projects under execution increased, and the recognizable revenue increased accordingly.

Details of comprehensive revenue breakdown by geographic locations of our projects are set out below:

	Six months ended 30 June
	2025		2024
	Revenue RMB million (Unaudited)	Percentage of total revenue % (Unaudited)	Revenue RMB million	Percentage of total revenue %
Mainland China	1,237.2	33.9%	623.7	33.9%
Middle East	1,304.9	35.7%	1,025.9	55.8%
Eurasia	1,099.8	30.1%	158.3	8.6%
Others	11.2	0.3%	30.0	1.7%
	3,653.1	100.0%	1,837.9	100.0%

The revenue from overseas projects of the Group accounted for approximately 66.1% of the total revenue during the Period, which was comparable to the corresponding period of last year. In monetary terms, the revenue from overseas projects increased year-on-year, which aligns with the Group's consistent implementation of internationalisation strategy.

Other Income and Gains

Other income and gains decreased by 23.9% from RMB128.6 million in the corresponding period of last year to RMB97.9 million during the Period under Review, primarily due to the recognition of fair value gain on investment property in Shanghai as well as the compensation income as a result of successful claim against certain subcontractors in the corresponding period of last year.

Selling and Distribution Expenses

Selling and distribution expenses decreased by 42.0% from RMB25.7 million in the corresponding period of last year to RMB14.9 million during the Period under Review, which was mainly because the Group has redefined the functional roles of certain marketing-related departments, with some units now re-positioned as back-office supporting and administrative functions. The related expenses were reallocated to administrative expenses accordingly.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Management Discussion and Analysis

Administrative Expenses

Administrative expenses increased by 14.2% from RMB93.2 million in the corresponding period of last year to RMB106.4 million during the Period under Review, which was mainly due to the increase in IT expenditures during the Period under Review. In addition, certain former marketing-related functions were re-positioned as back-office supporting and administrative functions, and their expenses were reallocated to administrative expenses accordingly.

Other Expenses

Details of other expenses breakdown are set out below:

	Six months ended 30 June
	2025 RMB million (Unaudited)	2024 RMB million (Unaudited)
Research and development costs	92.0	58.5
Expenses in relation to operating lease income	4.0	1.8
Bad debt reversal	-1.3	-
Fines and estimated compensation losses	0.1	0.1
Fair value losses on investment property	16.6	-
	111.4	60.4

Other expenses increased by 84.4% from RMB60.4 million in the corresponding period of last year to RMB111.4 million during the Period under Review, primarily due to the recognition of fair value losses on investment property in Shanghai, as well as the increase in research and development costs during the Period.

Finance Costs

Finance costs decreased by 14.6% from RMB36.4 million in the corresponding period of last year to RMB31.1 million during the Period under Review, which was mainly due to the implementation of tighter controls on bank loan volumes as well as interest expenses during the Period.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Management Discussion and Analysis

Income Tax

Income tax decreased by 87.1% from RMB6.2 million in the corresponding period of last year to RMB0.8 million during the Period under Review, mainly due to the recognition of deferred tax credit arising from the fair value losses of Shanghai investment property during the Period under Review (while deferred tax expenses were recognised in the corresponding period of last year), as well as the recognition of overseas withholding tax pursuant to local tax requirement in the corresponding period of last year.

Profit for the Period

As a result of the above, the Group recognized profit for the period of RMB77.6 million, as compared to loss for the period of RMB41.0 million in the corresponding period of last year. The Group's net profit margin was −2.2% for the corresponding period of last year, and increased to 2.1% during the Period under Review.

Trade and Bills Receivables

The Group's trading terms with its customers are mainly on credit where payment in advance is normally required. Trade receivables are non-interest-bearing and on credit terms of a period of 30 to 90 days or the respective contracts' retention period. As at 30 June 2025 and 31 December 2024, the Group's total trade and bills receivables amounted to RMB384.8 million and RMB546.7 million, respectively, representing a decrease of approximately 29.6%.

Liquidity and Capital Structure

As at 30 June 2025, the Group's unpledged cash and bank balances as well as time deposits amounted to RMB2,768.6 million, representing approximately 37.3% of the Group's current assets (as at 31 December 2024: RMB3,802.5 million, representing approximately 46.0% of the Group's current assets).

The major items of interim condensed consolidated statement of cash flows of the Group during the Period under Review are set out below:

	Six months ended 30 June
	2025 RMB million (Unaudited)	2024 RMB million (Unaudited)
Net cash flows from operating activities	−674.3	364.8
Net cash flows from investing activities	55.8	16.4
Net cash flows from financing activities	−310.1	−11.2

Wison Engineering Services Co. Ltd. • Interim Report 2025

Management Discussion and Analysis

The Group meets its working capital and other capital requirements principally with cash generated from its operations and borrowings.

As at 30 June 2025, the Group’s pledged and unpledged cash and bank balances included the following amounts:

	30 June 2025 RMB million	31 December 2024 RMB million
Hong Kong Dollar	2.3	2.6
US Dollar	489.3	779.4
Renminbi	2,725.5	2,953.6
Saudi Riyal	104.7	208.6
Euro	1.7	295.6
Qatar Riyal	220.9	226.4
Others	37.2	17.9

The Asset-Liability Ratio of the Group is set out below.

	30 June 2023	31 December 2023	30 June 2024	31 December 2024	30 June 2025
Average ratio	72.5%	72.7%	75.5%	76.5%	77.2%
Ratio as at reporting date	73.8%	74.1%	76.7%	78.4%	75.8%

The average ratio is calculated based on the average total assets and average total liabilities from the two most recent reporting dates. The ratio as at reporting date is calculated based on the total assets and total liabilities as at each reporting date.

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Wison Engineering Services Co. Ltd. • Interim Report 2025

Management Discussion and Analysis

Interest-bearing bank and other borrowings of the Group as at 30 June 2025 and 31 December 2024 were set out in the table below. The short-term bank borrowings of the Group accounted for 39.6% of the total bank borrowings (31 December 2024: 54.2%).

	30 June 2025 RMB million (Unaudited)	31 December 2024 RMB million (Audited)
Current
Bank loans repayable within one year
— Secured	250.2	360.5
— Unsecured	–	175.1
Current portion of long-term bank loans — Secured	59.3	59.4
	309.5	595.0
Non-current
Bank loans repayable after one year
— Secured	472.5	502.5
	782.0	1,097.5

Bank borrowings at 30 June 2025 and 31 December 2024 were denominated in Renminbi. As at 30 June 2025, bank borrowings amounting to RMB250.2 million (31 December 2024: RMB475.7 million) bore interest at fixed rates.

The effective interest rates of the Group's bank borrowings range as follows:

For the six months ended 30 June 2025 2.95% to 4.71%

For the year ended 31 December 2024 3.45% to 4.82%

Wison Engineering Services Co. Ltd. • Interim Report 2025

Management Discussion and Analysis

The maturity profile of interest-bearing bank and other borrowings as at 30 June 2025 and 31 December 2024, based on contractual undiscounted payments, was as follows:

	On demand	Less than 3 months	3 to 12 months RMB million	Over 1 year	Total
30 June 2025
Interest-bearing bank and other borrowings	–	137.0	197.7	571.5	906.2
31 December 2024
Interest-bearing bank and other borrowings	–	85.0	532.7	615.3	1,233.0

Capital Expenditure

During the Period under Review, the capital expenditure of the Group amounted to RMB3.5 million (for the six months ended 30 June 2024: RMB10.0 million).

Material Acquisitions and Disposals

On 11 September 2024, Wison Engineering Ltd. (an indirect wholly-owned subsidiary of the Company) (the "Purchaser") and Wison (China) Holding Company (an indirect wholly-owned subsidiary of Wison Group Holding Limited, a controlling shareholder of the Company) (the "Vendor") entered into an equity transfer agreement, pursuant to which the Vendor has conditionally agreed to sell, and the Purchaser has conditionally agreed to acquire, 35% equity interests in Levima Wison (Jiangsu) Advanced Materials Co. Ltd. at the consideration of RMB255,000,000 in cash.

The acquisition was approved by the shareholders of the Company at an extraordinary general meeting of the Company held on 12 November 2024.

As at the date of this announcement, a total of RMB235,000,000 has been paid to the Vendor. The acquisition is targeted to complete by 30 September 2025. Further information can be found in the Company's announcement and circular dated 11 September 2024 and 18 October 2024, respectively.

Save as disclosed above, during the Period under Review, the Group had no material acquisitions and disposals.

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Wison Engineering Services Co. Ltd. • Interim Report 2025

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Management Discussion and Analysis

Contingent Liabilities

During years 2023 to 2025, certain sub-contractors of the Group filed claims to the People's Courts in Mainland China against the Group for additional payments of construction costs, interest and liquidation damages with an aggregate amount of approximately RMB71,641,000.

The directors (the "Directors") are of the opinion that additional provision for the lawsuits amounting to RMB35,370,000 has been made. For other lawsuits amounting to RMB36,271,000 which are without merit, the possibility for the Group being subject to additional payment claims is expected to be remote on the basis of the available evidences and legal advice obtained, the directors are of the opinion that no additional provision is required.

Foreign Exchange Risk Control

The business transactions of the Group are mainly settled in Renminbi and US dollars. The Group is exposed to currency risks in relation to the bank balances denominated in currency other than the functional currencies of the relevant entities. The Group has formulated and strictly adheres to a currency hedging policy against the foreign currency risk.

Pledge of Assets

As at 30 June 2025, certain buildings and leasehold land of RMB3,467.7 million, as well as rights to rental income of certain properties for the next few years, were pledged as security for bank facilities of the Group.

Employee and Emolument Policy

In response to market changes, the Group has continuously introduced new talents, improved its internal management level and continuously optimized its organizational structure. Each department has a clear division of labor and each has its own responsibilities.

As at 30 June 2025, the Group had 1,519 employees (31 December 2024: 1,867 employees). The Group's total employee costs (including remuneration, bonuses, pensions and benefits) amounted to RMB438.3 million, representing 12.0% of the Group's income during the Period (for the six months ended 30 June 2024: 21.6%). The Company has formulated a salary policy based on the principles of fairness, competition, incentive and legality, dynamically adjusting the salary according to the performance of the Company, employees' performance and working ability, etc.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Management Discussion and Analysis

The Company adopted the 2022 share option scheme on 20 December 2022 as encouragement and reward for the contributions of employees to the Company. On 2 April 2025, the Company granted a total of 67,760,000 share option to certain eligible persons pursuant to the 2022 share option scheme. Further information can be found in the Company's announcement dated 2 April 2025.

The Company also adopted a share award scheme (the "Share Award Scheme") on 15 November 2024 in order to recognize and acknowledge the contributions to the Group by the selected grantees and in driving the continuous business operation and development of the Group. On 2 April 2025, 29,040,000 shares were awarded under the Share Award Scheme. The Share Award Scheme does not involve any issue of new shares. For details regarding the share schemes adopted by the Company, please refer to the section headed "Corporate Governance and Other Information — Share Award Scheme" in this report.

The Company makes training plans according to the Group's strategic plan, annual operation approach and plan. The Group provides orientation training and on-the-job education for employees' development. Orientation training covers corporate culture and policies, professional ethics and quality, major products and businesses, quality management, occupational safety and other aspects. On-the-job education includes mandatory training for applicable laws and regulations, such as environment, health and safety management systems, as well as specialized training covering all levels and categories of personnel. To meet the needs of the Company's strategic planning, the Group carries out in-service cadres training projects, reserve cadre training projects and key technical personnel training projects for all levels of management cadre, key business and technical personnel and talent with high potentials. The Group also taps into different kinds of education resources, such as mini class, mini study and live stream, via online channels, so as to further improve training and talent development system, provide a solid talent pool for the stable operation and transformation and upgrade of the Company, and promote the high-quality development of the Company.

Events after Period under Review

In August 2025, Wison Engineering entered into an EPC contract in UAE amounted to approximately US$700,000,000.

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Wison Engineering Services Co. Ltd. • Interim Report 2025

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Corporate Governance and Other Information

DIRECTORS' AND CHIEF EXECUTIVE'S INTERESTS AND SHORT POSITIONS IN SHARES, UNDERLYING SHARES AND DEBENTURES

As at 30 June 2025, the interests and short positions of the Directors or the chief executive of the Company in the shares, underlying shares or debentures of the Company and its associated corporations (within the meaning of Part XV of the Securities and Futures Ordinance (the "SFO")) as recorded in the register required to be kept by the Company pursuant to section 352 of the SFO or as notified to the Company and The Stock Exchange of Hong Kong Limited (the "Stock Exchange") pursuant to the Model Code for Securities Transactions by Directors of Listed Issuers (the "Model Code") as set out in Appendix C3 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules") were as follows:

Long position in the ordinary shares (the "Shares")/underlying shares of the Company

Name of Director	Company/Name of Group Company	Capacity/Nature of Interest	Number of shares/ underlying shares(1)	Approximate percentage of shareholding(2)
Zhou Hongliang	Company	Beneficial owner	10,410,000 (L)	0.26%
Zheng Shifeng	Company	Beneficial owner	6,150,000 (L)	0.15%
Li Dun	Company	Beneficial owner	3,000,000 (L)	0.07%
Liu Hongjun	Company	Beneficial owner	4,598,000 (L)	0.11%

Notes:
(1) The letter "L" denotes the person's long position in such Shares.
(2) As at 30 June 2025, the Company had 4,073,767,800 ordinary shares in issue.

Save as disclosed above, as at 30 June 2025, none of the Directors nor the chief executive of the Company had any interests or short positions in any of the shares, underlying shares or debentures of the Company or any of its associated corporations (within the meaning of Part XV of the SFO) as recorded in the register required to be kept by the Company pursuant to section 352 of the SFO or as notified to the Company and the Stock Exchange pursuant to the Model Code.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Corporate Governance and Other Information

SUBSTANTIAL SHAREHOLDERS’ AND OTHER PERSONS’ INTERESTS AND SHORT POSITIONS IN SHARES AND UNDERLYING SHARES

As at 30 June 2025, the following persons (other than the Directors or the chief executive of the Company) has interests or short positions in the shares or underlying shares of the Company as recorded in the register required to be kept by the Company under section 336 of the SFO:

Name	Company/Name of Group Company	Capacity/ Nature of interest	Number of Shares directly or indirectly held^{(a)}	Approximate percentage of shareholding^{(b)}
Wison Engineering Investment Limited
("Wison Investment")	Company	Beneficial owner	3,088,782,146 (L)	75.82%
Wison Group Holding Limited
("Wison Holding")^{(2)}	Company	Interest in controlled corporation	3,088,782,146 (L)	75.82%
Mr. Hua Bangsong^{(3)}	Company	Interest in controlled corporation	3,088,782,146 (L)	75.82%
Ms. Huang Xing^{(4)}	Company	Interest of spouse	3,088,782,146 (L)	75.82%

Notes:
(1) The letter "L" denotes the person's long position in such Shares.
(2) Wison Holding, as the sole shareholder of Wison Investment, is deemed or taken to be interested in the Shares which are owned by Wison Investment.
(3) Mr. Hua Bangsong, as the sole shareholder of Wison Holding, is deemed or taken to be interested in the Shares which are beneficially owned by Wison Holding.
(4) Ms. Huang Xing is the spouse of Mr. Hua Bangsong. Under the SFO, Ms. Huang Xing is deemed to be interested in the same number of Shares in which Mr. Hua Bangsong is interested.
(5) As at 30 June 2025, the Company had 4,073,767,800 ordinary shares in issue.

Save as disclosed above, as at 30 June 2025, no persons (other than the Directors or the chief executive of the Company) had any interests or short positions in the shares or underlying shares of the Company as recorded in the register required to be kept by the Company under section 336 of the SFO.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Corporate Governance and Other Information

SHARE OPTION SCHEME

On 20 December 2022, a share option scheme (the “2022 Share Option Scheme”) of the Company was approved and adopted by the shareholders of the Company. The 2022 Share Option Scheme shall be valid and effective for a period of ten years commencing from its adoption date. As at the date of this report, the remaining life of the 2022 Share Option Scheme is approximately eight years and three months.

The purpose of the 2022 Share Option Scheme is to attract and retain the best available personnel, to provide additional incentive to employees and directors of the Group and to promote the success of the business of the Group. Pursuant to the 2022 Share Option Scheme, the board of directors of the Company (the “Board”) may offer to grant an option to subscribe for such number of Shares as the Board may determine to an employee (whether full-time or part-time) or a director of the Company or any of its subsidiaries (the “Eligible Persons”). Upon acceptance of the option, the grantee shall pay HK$1.00 to the Company as consideration for the grant.

Further details of the principal terms of the 2022 Share Option Scheme are set out in the circular of the Company dated 5 December 2022.

As at 1 January 2025 and 30 June 2025, the total number of options available for grant under the scheme mandate of the 2022 Share Option Scheme was 407,376,780 and 339,616,780, respectively, each represents approximately $10\%$ and $8.34\%$, respectively, of the issued share capital of the Company as at the date of this report. A total of 67,760,000 shares, representing approximately $1.66\%$ of the weighted average number of shares in issue (excluding treasury shares) of the Company, may be issued in respect of options and awards granted under all schemes of the Company during the six months ended 30 June 2025.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Corporate Governance and Other Information

The following table sets out movements of the outstanding share options under the 2022 Share Option Scheme:

Name/category of grantee	Date of grant	Exercisable period	Number of share options						Exercise price per share HK$
			Balance as at 1 January 2025	Granted during the period	Exercised during the period	Lapsed/ forfeited during the period	Cancelled during the period	Balance as at 30 June 2025
Executive Director
—Zhou Hongliang	2 April 2025(1)	2 April 2026 to 1 April 2029(2)	-	3,500,000(3)	-	-	-	3,500,000	0.301
—Zheng Shifeng	2 April 2025(1)	2 April 2026 to 1 April 2029(2)	-	2,100,000(3)	-	-	-	2,100,000	0.301
—Li Dun	2 April 2025(1)	2 April 2026 to 1 April 2029(2)	-	2,100,000(3)	-	-	-	2,100,000	0.301
Employees	2 April 2025(1)	2 April 2026 to 1 April 2029(2)	-	60,060,000(3)	-	-	-	60,060,000	0.301
Total			-	67,760,000	-	-	-	67,760,000

Notes:

The closing price of the Shares immediately before the date of grant of share options was HK$0.28. The fair value of share options granted on 2 April 2025 was approximately HK$0.137 per option as at the date of grant. For details of accounting standard and policy adopted, please refer to note 16 of the interim condensed consolidated financial information in this report.
The share options granted (the "Granted Options") shall be vested to the grantees in accordance with the vesting schedule as follows: (i) as to 40% of the total number of Granted Options on 2 April 2026; (ii) as to 30% of the total number of Granted Options on 2 April 2027; and (iii) as to 30% of the total number of Granted Options on 2 April 2028. Once vested, the share options shall be exercisable on a cumulative basis.
The vesting of the share options is subject to satisfaction of certain performance targets as determined by the Board at its absolute discretion, either on a case-by-case basis or generally as follows:

(i) for group level performance, the Board will assess the performance of the Group for the relevant year, including in particular key performance indicators, such as revenue, profit and sales target of the Group as a whole and of the applicable business; and

(ii) for individual level performance, the Group has established a standard performance appraisal system for its employees to evaluate their performance and contribution to the Group. The Board will determine whether the grantees meet the individual performance target based on their performance appraisal results for the relevant year.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Corporate Governance and Other Information

SHARE AWARD SCHEME

The Board adopted a share award scheme (the "Share Award Scheme") which took effect from 15 November 2024 (the "Adoption Date"). The Share Award Scheme is funded by existing shares of the Company, therefore it does not constitute a scheme involving the new issuance of Shares as referred to in Chapter 17 of the Listing Rules but is subject to the applicable disclosure requirements under Rule 17.12 of the Listing Rules.

The following is a summary of the principal terms of the Share Award Scheme:

Purpose

The Share Award Scheme is a share incentive scheme established to recognize and acknowledge the contributions which the Grantees (as defined below) have made or may make to the Group. The Share Award Scheme will provide the Grantees with the opportunity to own a personal stake in the Company with a view to motivate the Grantees, and to attract and retain or otherwise maintain on-going relationship with the Grantees whose contributions are, will be or are likely to be beneficial to the long-term growth of the Group.

Duration

The Share Award Scheme shall become effective upon the Adoption Date. The Share Award Scheme shall be valid and effective for a term of 10 years commencing from 15 November 2024, i.e. until 14 November 2034, unless terminated earlier by the Board (the "Valid Period"). As at the date of this report, the remaining life of the Share Award Scheme is approximately nine years and two months.

The Share Award Scheme shall be valid and effective during the Valid Period. After the Valid Period, no further awards shall be offered or granted under the Share Award Scheme, but the provisions of the Share Award Scheme shall in all other respects remain in full force and effect and awards that are granted during the Valid Period may continue to be vested in accordance with their terms of issue.

Eligible Participants

Persons eligible to receive awards (the "Awards") under the Share Award Scheme are existing or past employees, directors (whether executive or non-executive), consultants and advisers of the Company or any of its subsidiaries (the "Grantees"). The basis of eligibility of any Grantee shall be determined by the administration body of the Share Award Scheme from time to time based on the criteria of, among others, their contribution to the development and growth of the Group and such other factors as the Board may deem appropriate.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Corporate Governance and Other Information

Administration of the Share Award Scheme

The Board has the power to administer the Share Award Scheme, including the power to construe and interpret the rules of the Share Award Scheme and the terms of the Awards granted under it. The Board may delegate the power and authority to administer the Share Award Scheme to a committee of the Board. The Board may also appoint one or more employees or independent third party contractors (including the Trustee (as defined below)) or designate any Director to assist in the administration of the Share Award Scheme and delegate such power and authority relating to the administration of the Share Award Scheme as the Board thinks fit.

Appointment of Trustee

The Company shall appoint one or more independent professional trustee (the "Trustee") to assist with the administration and vesting of the Awards granted pursuant to the Share Award Scheme and to hold Shares underlying the Awards as applicable. The Trustee holding unvested shares underlying the Awards shall abstain from voting on matters that require shareholders' approval under the Listing Rules, unless otherwise required by law to vote in accordance with the beneficial owner's direction and such a direction is given.

Scheme Limit

There is no limit on the number of Shares that can be received and/or purchased by the Trustee pursuant to the Share Award Scheme, or the amount paid to the Trustee for the purpose of making such purchase.

Restrictions

No payment shall be made to the Trustee, no instruction to purchase Shares shall be given to the Trustee and no grant of Awards shall be made in the following circumstances:

(i) after a price sensitive event in relation to the securities of the Company has occurred or a price sensitive matter in relation to the securities of the Company has been the subject of a decision, until such price sensitive information has been published in accordance with the Listing Rules and the Inside Information Provisions (as defined in the Listing Rules) under Part XIVA of the SFO;

(ii) on any day on which the Company's financial results are published and: (1) during the period of 60 days immediately preceding the publication date of the Company's annual results or, if shorter, the period from the end of the relevant financial year up to the publication date of the results; and (2) during the period of 30 days immediately preceding the publication date of the Company's quarterly results (if any) and half-year results or, if shorter, the period from the end of the relevant quarterly or half-year period up to the publication date of the results, unless there are circumstances of the Company that fall within the exceptions under the Listing Rules; or

Wison Engineering Services Co. Ltd. • Interim Report 2025

Corporate Governance and Other Information

(iii) in any circumstances which are prohibited under the Listing Rules, the SFO or any other applicable laws or regulations or where any requisite approval from any applicable governmental or regulatory authorities has not been granted.

Source of the Shares

The Board may direct and procure the Trustee to (i) receive existing Shares from any shareholder of the Company or (ii) purchase existing Shares at such purchase price as the Board may direct or authorize, using funds of the Company, and to hold such Shares for the benefit of all or one or more of the Grantees and for the satisfaction of Awards granted or to be granted under the Share Award Scheme upon vesting. The Company may from time to time cause to be paid to the Trustee such amounts of funds from the Company's resources as the Board may in its absolute discretion determine for the purchase of existing Shares. The Company will not issue new Shares to satisfy the Awards under the Share Award Scheme.

Grant of Awards

The Board may, from time to time at its absolute discretion, select any Grantee and grant Awards to such Grantee. In determining the number of Awards to be granted and/or the Grantees and the number of Shares to be granted to each Grantee, the Board shall take into consideration matters including, but without limitation to, (i) the contribution of the relevant Grantee to the development and growth of the Group, (ii) the general financial condition of the Group, (iii) the Group's overall business objectives and future development plan, and (iv) any other factors as the Board may deem appropriate.

Any grant of an Award to any director, chief executive or substantial shareholder of any member of the Group, or any of their associates (as defined in the Listing Rules), shall be subject to the prior approval of the independent non-executive Directors (and in each case excluding any independent non-executive Director who is the proposed Grantee) and shall otherwise be subject to compliance with the requirements under the Listing Rules, unless otherwise exempted under Chapter 14A of the Listing Rules.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Corporate Governance and Other Information

Vesting of Awards

The Board may from time to time while the Share Award Scheme is in force determine any vesting criteria or conditions for any Awards to be vested or credited, including, without limitation, such limitations based upon the passage of time after the grant of Awards, the satisfaction of specified performance criteria relating generally to the Company or particularly to a Grantee or the satisfaction or fulfilment of any other conditions as the Board may in its discretion determine as appropriate. Any of the foregoing vesting criteria or restrictions, if applicable to the Awards granted to any Grantee, shall be set out in the grant letter issued to such Grantee. The Board may also determine that the Awards be vested immediately upon acceptance without any vesting conditions.

Rights as a Shareholder

No Grantee shall enjoy any of the rights of a shareholder (including voting rights and the right to receive dividends) by virtue of the grant of an Award pursuant to the Share Award Scheme. The Grantees and the Trustee shall not be entitled to exercise any voting rights attached to any Shares which are held under the Trust (including the unvested Awards). After the underlying Shares are actually transferred to the Grantee upon vesting of the Awards, the Grantee shall have all rights as a shareholder with respect to any Shares delivered to him/her, including, without limitation, voting rights and the right to receive dividends.

Amendments to the Share Award Scheme

Save as provided in the Share Award Scheme, the Board may alter any of the terms of the Share Award Scheme at any time.

Termination

The Share Award Scheme shall terminate on the earlier of: (i) the expiry of the term of 10 years commencing from the Adoption Date, i.e. 14 November 2034; and (ii) such date of early termination as determined by a resolution of the Board, provided that such termination shall be without prejudice to any subsisting rights of any Grantees.

On 2 April 2025, the Company has granted an aggregate of 29,040,000 Awards pursuant to the Share Award Scheme to 197 Grantees including Directors and employees of the Group.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Corporate Governance and Other Information

The following table sets out movements of the unvested Awards under the Share Award Scheme:

Name/category of grantee	Date of grant	Vesting period	Number of Awards						Purchase price per Share (HK$)	Closing price per Share immediately before the date of grant (HK$)
			Balance as at 1 January 2025	Granted during the period	Vested during the period	Cancelled during the period	Lapsed during the period	Balance as at 30 June 2025
Executive Director
—Zhou Hongliang	2 April 2025(2)	2 April 2026 to 1 April 2029(3)	-	1,500,000	-	-	-	1,500,000	0.09	0.28
—Zheng Shifeng	2 April 2025(2)	2 April 2026 to 1 April 2029(3)	-	900,000	-	-	-	900,000	0.09	0.28
—Li Dun	2 April 2025(2)	2 April 2026 to 1 April 2029(3)	-	900,000	-	-	-	900,000	0.09	0.28
Employees	2 April 2025(2)	2 April 2026 to 1 April 2029(3)	-	25,740,000	-	-	-	25,740,000	0.09	0.28
Total			-	29,040,000	-	-	-	29,040,000

Notes:

The Awards shall, subject to fulfilment of vesting conditions, be vested to the Grantees in accordance with the vesting schedule as follows: (i) as to 40% of the total number of granted Awards on 2 April 2026; (ii) as to 30% of the total number of granted Awards on 2 April 2027; and (iii) as to 30% of the total number of granted Awards on 2 April 2028.
The fair value of the Awards granted on 2 April 2025 was approximately HK$0.190 per Award as at the date of grant. For details of accounting standard and policy adopted, please refer to note 16 of the interim condensed consolidated financial information in this report.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Corporate Governance and Other Information

CORPORATE GOVERNANCE PRACTICES

The Company has adopted the Corporate Governance Code (the "CG Code") contained in Part 2 of Appendix C1 to the Listing Rules as its own code of corporate governance. The Company has complied with the code provisions of the CG Code set out therein except for the code provision C.2.1 of the CG Code throughout the six months ended 30 June 2025.

Pursuant to code provision C.2.1 of the CG Code, the roles of chairman and chief executive should be separated and should not be performed by the same individual. As the duties of chairman and chief executive of the Company are performed by Mr. Zhou Hongliang, the Company has deviated from code provision C.2.1 of the CG Code.

The Board believes that vesting the roles of the chairman and the chief executive in the same person can facilitate the execution of the Group's business strategies and boost effectiveness of its operation. Therefore, the Board considers that the deviation from code provision C.2.1 of the CG Code is appropriate in such circumstance. In addition, under the supervision of the Board which is comprised of three executive Directors, one non-executive Director and three independent non-executive Directors, the Board is appropriately structured with balance of power to provide sufficient checks to protect the interests of the Company and its shareholders.

The Group will continue to review and monitor its corporate governance practices in order to ensure the compliance with the CG Code.

COMPLIANCE WITH THE MODEL CODE FOR SECURITIES TRANSACTIONS BY DIRECTORS

The Company has adopted the Model Code as set out in Appendix C3 to the Listing Rules as the code of conduct regarding securities transactions by Directors. Having made specific enquiry, all Directors confirmed that they have complied with the required standard set out in the Model Code during the Period under Review.

PURCHASE, SALE AND REDEMPTION OF LISTED SECURITIES OF THE COMPANY

The Company and its subsidiaries did not purchase, sell or redeem any of the listed securities of the Company during the Period under Review.

INTERIM DIVIDEND

The Directors did not recommend paying an interim dividend for the Period under Review (for the six months ended 30 June 2024: nil).

Wison Engineering Services Co. Ltd. • Interim Report 2025

Corporate Governance and Other Information

AUDIT COMMITTEE REVIEW

The Company has established an audit committee which is accountable to the Board and the primary duties of which include the review and supervision of the Group’s financial reporting process and internal control measures. For the Period under Review, the audit committee comprised of independent non-executive Directors only, namely, Mr. Lawrence Lee, Mr. Feng Guohua, Mr. Tang Shisheng (retired on 6 June 2025) and Ms. Guo Ruqian (appointed as a member of the audit committee on 27 March 2025). Mr. Lawrence Lee serves as the chairman of the audit committee of the Company, who has the professional qualification and experience in financial matters in compliance with the requirements of the Listing Rules.

The audit committee has reviewed with management the accounting principles and practices adopted by the Group and discussed internal control and financial reporting matters including the review of the unaudited condensed consolidated interim financial statements of the Group for the Period under Review. They considered that the unaudited interim financial statements of the Group for the Period under Review are in compliance with the relevant accounting standards, rules and regulations and that appropriate disclosures have been made.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Report on Review of Interim Financial Information

Ernst & Young
27/F, One Taikoo Place
979 King's Road
Quarry Bay, Hong Kong

Tel: +852 2846 9888
Fax: +852 2868 4432
www.ey.com

安永會計師事務所
香港鯁魚涌英皇道979號
太古坊一座27樓

電話: +852 2846 9888
傳真: +852 2868 4432

To the board of directors of Wison Engineering Services Co. Ltd.
(Incorporated in the Cayman Islands with limited liability)

Introduction

We have reviewed the interim financial information set out on pages 39 to 88, which comprises the condensed consolidated statement of financial position of Wison Engineering Services Co. Ltd. (the "Company") and its subsidiaries (collectively referred to as the "Group") as at 30 June 2025 and the related condensed consolidated statements of profit or loss, comprehensive income, changes in equity and cash flows for the six-month period then ended, and explanatory notes. The Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited require the preparation of a report on interim financial information to be in compliance with the relevant provisions thereof and International Accounting Standard 34 Interim Financial Reporting ("IAS 34") as issued by the International Accounting Standards Board. The directors of the Company are responsible for the preparation and presentation of this interim financial information in accordance with IAS 34. Our responsibility is to express a conclusion on this interim financial information based on our review. Our report is made solely to you, as a body, in accordance with our agreed terms of engagement, and for no other purpose. We do not assume responsibility towards or accept liability to any other person for the contents of this report.

Scope of Review

We conducted our review in accordance with International Standard on Review Engagements 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity as issued by the International Auditing and Assurance Standards Board. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Report on Review of Interim Financial Information

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the interim financial information is not prepared, in all material respects, in accordance with IAS 34.

Ernst & Young

Certified Public Accountants

Hong Kong

21 August 2025

Wison Engineering Services Co. Ltd. • Interim Report 2025

Interim Condensed Consolidated Statement of Profit or Loss

For the six months ended 30 June 2025

| | Notes | 2025
(Unaudited)
RMB'000 | 2024
(Unaudited)
RMB'000 |
| --- | --- | --- | --- |
| REVENUE | 4 | 3,653,097 | 1,837,914 |
| Cost of sales | | (3,385,930) | (1,723,758) |
| Gross profit | | 267,167 | 114,156 |
| Other income and gains | | 97,883 | 128,645 |
| Selling and distribution expenses | | (14,944) | (25,711) |
| Administrative expenses | | (106,370) | (93,158) |
| Impairment losses on financial and contract assets, net | | (21,590) | (63,998) |
| Other expenses | | (111,433) | (60,407) |
| Finance costs | | (31,092) | (36,419) |
| Share of profits and losses of associates | | (1,251) | 2,119 |
| PROFIT/(LOSS) BEFORE TAX | 5 | 78,370 | (34,773) |
| Income tax expense | 6 | (807) | (6,189) |
| PROFIT/(LOSS) FOR THE PERIOD | | 77,563 | (40,962) |
| Attributable to: | | | |
| Owners of the parent | | 74,588 | (34,342) |
| Non-controlling interests | | 2,975 | (6,620) |
| | | 77,563 | (40,962) |
| PROFIT/(LOSS) PER SHARE ATTRIBUTABLE TO ORDINARY EQUITY HOLDERS OF THE PARENT | 8 | | |
| — Basic | | RMB1.83 cents | RMB(0.84) cents |
| — Diluted | | RMB1.83 cents | RMB(0.84) cents |

Wison Engineering Services Co. Ltd. • Interim Report 2025

Interim Condensed Consolidated Statement of Comprehensive Income

For the six months ended 30 June 2025

| | 2025
(Unaudited)
RMB'000 | 2024
(Unaudited)
RMB'000 |
| --- | --- | --- |
| PROFIT/(LOSS) FOR THE PERIOD | 77,563 | (40,962) |
| OTHER COMPREHENSIVE INCOME | | |
| Other comprehensive (loss)/income that may be reclassified to profit or loss in subsequent periods: | | |
| Exchange differences on translation of foreign operations | (4,407) | 1,395 |
| Net other comprehensive (loss)/income that may be reclassified to profit or loss in subsequent periods | (4,407) | 1,395 |
| Other comprehensive income 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 | 35,027 | (453) |
| Income tax effect | 1,272 | 1,680 |
| | 36,299 | 1,227 |
| Share of other comprehensive income/(loss) of an associate | 15,857 | (8,234) |
| Net other comprehensive income/(loss) that will not be reclassified to profit or loss in subsequent periods | 52,156 | (7,007) |
| OTHER COMPREHENSIVE INCOME/(LOSS) FOR THE PERIOD, NET OF TAX | 47,749 | (5,612) |
| TOTAL COMPREHENSIVE INCOME/(LOSS) FOR THE PERIOD | 125,312 | (46,574) |
| Attributable to: | | |
| Owners of the parent | 122,337 | (39,954) |
| Non-controlling interests | 2,975 | (6,620) |
| | 125,312 | (46,574) |

Wison Engineering Services Co. Ltd. • Interim Report 2025

Interim Condensed Consolidated Statement of Financial Position

30 June 2025

	Notes	30 June 2025 (Unaudited) RMB'000	31 December 2024 (Audited) RMB'000
NON-CURRENT ASSETS
Property, plant and equipment	9	36,368	46,676
Investment property	10	3,467,663	3,484,231
Other non-current assets		239,007	143,198
Right-of-use assets		7,485	13,790
Goodwill		15,752	15,752
Intangible assets		23,035	25,959
Investments in associates		274,340	259,734
Long-term prepayments		328	417
Equity investments designated at fair value through other comprehensive income		19,041	29,162
Total non-current assets		4,083,019	4,018,919
CURRENT ASSETS
Equity investments designated at fair value through other comprehensive income		281,574	266,426
Inventories		266,554	426,174
Trade receivables	11	321,506	511,368
Bills receivable		63,284	35,364
Contract assets		1,271,946	989,060
Prepayments, other receivables and other assets		1,550,066	1,498,020
Due from fellow subsidiaries	17	85,064	64,807
Due from an associate	17	1,000	-
Time deposits	12	1,372,167	1,746,566
Cash and bank balances	12	2,209,401	2,737,422
Total current assets		7,422,562	8,275,207
CURRENT LIABILITIES
Trade and bills payables	13	2,902,298	2,764,626
Other payables and accruals		3,269,002	4,012,855
Interest-bearing bank borrowings	14	309,457	595,015
Lease liabilities		6,943	16,343
Due to a fellow subsidiary	17	6,763	329
Due to the ultimate holding company	17	2,500	-
Due to an associate	17	630	630
Tax payable		156,667	154,839
Total current liabilities		6,654,260	7,544,637

continued/...

Wison Engineering Services Co. Ltd. • Interim Report 2025

Interim Condensed Consolidated Statement of Financial Position

30 June 2025

	Notes	30 June 2025 (Unaudited) RMB'000	31 December 2024 (Audited) RMB'000
NET CURRENT ASSETS		768,302	730,570
TOTAL ASSETS LESS CURRENT LIABILITIES		4,851,321	4,749,489
NON-CURRENT LIABILITIES
Lease liabilities		1,193	1,529
Interest-bearing bank borrowings	14	472,500	502,500
Long-term payables		52,191	43,191
Deferred tax liabilities		394,660	398,465
Government grants		3,632	3,725
Contract liabilities		1,146,420	1,146,816
Total non-current liabilities		2,070,596	2,096,226
Net assets		2,780,725	2,653,263
EQUITY
Equity attributable to owners of the parent
Share capital	15	330,578	330,578
Share premium		869,201	869,201
Reserves		1,599,632	1,475,145
		2,799,411	2,674,924
Non-controlling interests		(18,686)	(21,661)
Total equity		2,780,725	2,653,263

Wison Engineering Services Co. Ltd. • Interim Report 2025

Interim Condensed Consolidated Statement of Changes in Equity

For the six months ended 30 June 2025

	Attributable to owners of the parent
	Share capital RMB'000 (note 15)	Share premium RMB'000	Share-based payment reserve RMB'000	Capital reserve RMB'000	Statutory reserve RMB'000	Fair value reserve of financial assets at fair value through other comprehensive income RMB'000	Asset revaluation reserve RMB'000	Exchange fluctuation reserve RMB'000	Accumulated losses RMB'000	Total RMB'000	Non-controlling interests RMB'000	Total equity RMB'000
At 1 January 2025 (audited)	330,578	869,201	-	(101,206)	106,238	76,095	2,238,479	(11,169)	(833,292)	2,674,924	(21,661)	2,653,263
Profit for the period									74,588	74,588	2,975	77,563
Other comprehensive income for the period:
Change in fair value of equity investments designated at fair value through other comprehensive income, net of tax	-	-	-	-	-	36,299	-	-	-	36,299	-	36,299
Share of other comprehensive income of an associate	-	-	-	-	-	15,857	-	-	-	15,857	-	15,857
Exchange differences on translation of foreign operations	-	-	-	-	-	-	-	(4,407)	-	(4,407)	-	(4,407)
Total comprehensive income for the period	-	-	-	-	-	52,156	-	(4,407)	74,588	122,337	2,975	125,312
Depreciation transfer for property	-	-	-	-	-	-	(275)	-	275	-	-	-
Transfer of statutory reserve	-	-	-	-	(3,024)	-	-	-	3,024	-	-	-
Equity-settled share-based payment expenses	-	-	2,150	-	-	-	-	-	-	2,150	-	2,150
Transfer of fair value reserve upon the disposal of equity investments designated at fair value through other comprehensive income	-	-	-	-	-	(30,000)	-	-	30,000	-	-	-
At 30 June 2025 (unaudited)	330,578	869,201	2,150	(101,206)	103,214	98,251	2,238,204	(15,576)	(725,405)	2,799,411	(18,686)	2,780,725

continued/...

Wison Engineering Services Co. Ltd. • Interim Report 2025

Interim Condensed Consolidated Statement of Changes in Equity

For the six months ended 30 June 2024

	Attributable to owners of the parent
	Share capital RMB'000 (note 15)	Share premium RMB'000	Capital reserve RMB'000	Statutory reserve RMB'000	Fair value reserve of financial assets at fair value through other comprehensive income RMB'000	Asset revaluation reserve RMB'000	Exchange fluctuation reserve RMB'000	Accumulated losses RMB'000	Total RMB'000	Non-controlling interests RMB'000	Total equity RMB'000
At 1 January 2024 (audited)	330,578	869,201	(101,206)	105,644	2,322	2,239,488	(7,639)	(974,897)	2,463,491	(14,708)	2,448,783
Loss for the period	-	-	-	-	-	-	-	(34,342)	(34,342)	(6,620)	(40,962)
Other comprehensive income for the period:
Change in fair value of equity investments designated at fair value through other comprehensive income, net of tax	-	-	-	-	1,227	-	-	-	1,227	-	1,227
Share of other comprehensive loss of an associate	-	-	-	-	(8,234)	-	-	-	(8,234)	-	(8,234)
Exchange differences on translation of foreign operations	-	-	-	-	-	-	1,395	-	1,395	-	1,395
Total comprehensive loss for the period	-	-	-	-	(7,007)	-	1,395	(34,342)	(39,954)	(6,620)	(46,574)
Depreciation transfer for property	-	-	-	-	-	(286)	-	286	-	-	-
Transfer of statutory reserve	-	-	-	(722)	-	-	-	722	-	-	-
At 30 June 2024 (unaudited)	330,578	869,201	(101,206)	104,922	(4,685)	2,239,202	(6,244)	(1,008,231)	2,423,537	(21,328)	2,402,209

Wison Engineering Services Co. Ltd. • Interim Report 2025

Interim Condensed Consolidated Statement of

Cash Flows

For the six months ended 30 June 2025

| | Notes | 2025
(Unaudited)
RMB 000 | 2024
(Unaudited)
RMB 000 |
| --- | --- | --- | --- |
| CASH FLOWS FROM OPERATING ACTIVITIES | | | |
| Profit/(loss) before tax | | 78,370 | (34,773) |
| Adjustments for: | | | |
| Depreciation of property, plant and equipment | 5 | 6,340 | 4,499 |
| Depreciation of right-of-use assets | 5 | 6,305 | 7,187 |
| Amortisation of intangible assets | 5 | 4,005 | 4,030 |
| Government grants released | | (93) | (1,674) |
| Share of profits and losses of associates | | 1,251 | (2,119) |
| Net foreign exchange losses | | (18,372) | (10,643) |
| Dividend income from equity investments designated
at fair value through other comprehensive income | 5 | (13,776) | (12,484) |
| Fair value loss/(gain) on an investment property | 5 | 16,568 | (13,381) |
| Gain on disposal of items of property, plant and equipment | 5 | (85) | (113) |
| Write-down of inventories to net realisable value | 5 | 18 | 17,936 |
| (Reversal of impairment)/impairment of
trade receivables, net | 5 | (17,720) | 34,777 |
| Impairment of contract assets, net | 5 | 39,299 | 29,327 |
| Impairment/(reversal of impairment) of
other receivables, net | 5 | 11 | (106) |
| Equity-settled share-based payment expenses | 5 | 2,150 | - |
| Finance costs | | 31,092 | 36,419 |
| Interest income | | (25,307) | (9,842) |
| | | 110,056 | 49,040 |
| Decrease/(increase) in inventories | | 162,908 | (187,374) |
| Decrease in trade and bills receivables | | 179,662 | 21,691 |
| Increase in prepayments, other receivables and other assets | | (61,413) | (708,250) |
| (Increase)/decrease in contract assets | | (321,300) | 240,945 |
| (Increase)/decrease in amounts due from fellow subsidiaries | | (20,257) | 4,683 |
| Increase in an amount due from an associate | | (1,000) | - |
| Increase in an amount due to the ultimate holding company | | 2,500 | - |
| Increase/(decrease) in trade and bills payables | | 132,721 | (241,062) |
| (Decrease)/increase in other payables and accruals | | (717,017) | 1,132,864 |
| Increase/(decrease) in an amount due to a fellow subsidiary | | 6,434 | (40) |
| Increase in government grants | | - | 1,581 |
| (Increase)/decrease in pledged bank balances and
time deposits | | (146,601) | 75,284 |

Wison Engineering Services Co. Ltd. • Interim Report 2025

Interim Condensed Consolidated Statement of Cash Flows

For the six months ended 30 June 2025

| | Notes | 2025
(Unaudited) | 2024
(Unaudited) |
| --- | --- | --- | --- |
| | | RMB'000 | RMB'000 |
| Cash (used in)/generated from operations | | (673,307) | 389,362 |
| Interest received | | 25,307 | 9,842 |
| Interest paid | | (24,738) | (29,393) |
| Tax paid | | (1,512) | (4,971) |
| Net cash flows (used in)/from operating activities | | (674,250) | 364,840 |
| CASH FLOWS FROM INVESTING ACTIVITIES | | | |
| Purchases of items of property, plant and equipment | | (3,497) | (6,972) |
| Purchase of intangible assets | | (48) | (2,980) |
| Advance payment for acquisition of equity interest in an associate | | (100,000) | - |
| Proceeds from disposal of items of property, plant and equipment | | 2,368 | 164 |
| Proceeds from disposal of an equity investment designated at fair value through other comprehensive income | | 30,000 | - |
| Withdrawal of time deposits with original maturity of more than three months | | 113,244 | 26,206 |
| Dividends received from equity investments designated at fair value through other comprehensive income | | 13,776 | - |
| Net cash flows from investing activities | | 55,843 | 16,418 |
| CASH FLOWS FROM FINANCING ACTIVITIES | | | |
| New bank loans | | 120,000 | 134,900 |
| Repayment of bank loans | | (435,558) | (120,822) |
| Decrease/(increase) in pledged bank balances | | 15,151 | (19,041) |
| Principal portion of lease payments | | (9,736) | (6,266) |
| Net cash flows used in financing activities | | (310,143) | (11,229) |

continued/...

Wison Engineering Services Co. Ltd. • Interim Report 2025

Interim Condensed Consolidated Statement of Cash Flows

For the six months ended 30 June 2025

| | Notes | 2025
(Unaudited)
RMB 000 | 2024
(Unaudited)
RMB 000 |
| --- | --- | --- | --- |
| NET (DECREASE)/INCREASE IN CASH AND CASH EQUIVALENTS | | (928,550) | 370,029 |
| Cash and cash equivalents at beginning of period | | 3,184,202 | 848,272 |
| Effect of foreign exchange rate changes, net | | 7,924 | 4,244 |
| CASH AND CASH EQUIVALENTS AT END OF PERIOD | | 2,263,576 | 1,222,545 |
| ANALYSIS OF BALANCES OF CASH AND CASH EQUIVALENTS | | | |
| Cash and bank balances | 12 | 2,209,401 | 1,666,881 |
| Non-pledged time deposits with original maturity of less than three months | | 366,960 | - |
| Less: Pledged bank balances | | 294,512 | 426,063 |
| Frozen and unpledged bank balances | 12 | 18,273 | 18,273 |
| CASH AND CASH EQUIVALENTS AS STATED IN THE INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS | | 2,263,576 | 1,222,545 |

》

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

1. CORPORATE INFORMATION

The registered office of the Company is Cricket Square, Hutchins Drive, P.O. Box 2681, Grand Cayman, KY1–1111, Cayman Islands.

Wison Engineering Investment Limited (“Wison Investment”) is the immediate holding company of the Company. In the opinion of the directors, Wison Group Holding Limited (“Wison Holding”) is the ultimate holding company of the Company. Wison Holding and Wison Investment are exempted companies with limited liability incorporated in the British Virgin Islands.

The Group is principally engaged in the provision of project solutions to petrochemical and coal-to-chemicals producers in terms of design, construction and commissioning of their production facilities through technology consultancy, engineering, procurement and construction management services in the People’s Republic of China (the “PRC”) and overseas.

2.1 BASIS OF PREPARATION

The interim condensed consolidated financial information for the six months ended 30 June 2025 has been prepared in accordance with IAS 34 Interim Financial Reporting. 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 financial statements for the year ended 31 December 2024.

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 2024, except for the adoption of the following amended IFRS Accounting Standard for the first time for the current period’s financial information.

Amendments to IAS 21

Lack of Exchangeability

The nature and impact of the amended IFRS Accounting Standard are described below:

Amendments to IAS 21 specify how an entity shall assess whether a currency is exchangeable into another currency and how it shall estimate a spot exchange rate at a measurement date when exchangeability is lacking. The amendments require disclosures of information that enable users of financial statements to understand the impact of a currency not being exchangeable. As the currencies that the Group had transacted with and the functional currencies of group entities for translation into the Group’s presentation currency were exchangeable, the amendments did not have any impact on the interim condensed consolidated financial information.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

3. OPERATING SEGMENT INFORMATION

| Six months ended 30 June 2025 | Engineering, procurement and construction (“EPC”)
RMB’000
(Unaudited) | Engineering, consulting and technical services
RMB’000
(Unaudited) | Total
RMB’000
(Unaudited) |
| --- | --- | --- | --- |
| Segment revenue (note 4) | | | |
| Sales to external customers | 3,518,056 | 135,041 | 3,653,097 |
| Intersegment sales | 134,345 | – | 134,345 |
| Total segment revenue | 3,652,401 | 135,041 | 3,787,442 |
| Reconciliation: | | | |
| Elimination of intersegment sales | | | (134,345) |
| Revenue | | | 3,653,097 |
| Segment results | 176,435 | 56,630 | 233,065 |
| Reconciliation: | | | |
| Unallocated income | | | 97,883 |
| Unallocated expenses | | | (233,062) |
| Unallocated finance costs (other than interest on lease liabilities) | | | (18,265) |
| Share of profits and losses of associates | | | (1,251) |
| Profit before tax | | | 78,370 |

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

3. OPERATING SEGMENT INFORMATION (continued)

Six months ended 30 June 2024
	EPC RMB'000 (Unaudited)	Engineering, consulting and technical services RMB'000 (Unaudited)	Total RMB'000 (Unaudited)
Segment revenue (note 4)
Sales to external customers	1,687,217	150,697	1,837,914
Intersegment sales	95	–	95
Total segment revenue	1,687,312	150,697	1,838,009
Reconciliation:
Elimination of intersegment sales			(95)
Revenue			1,837,914
Segment results	36,192	3,273	39,465
Reconciliation:
Unallocated income			128,645
Unallocated expenses			(179,865)
Unallocated finance costs (other than interest on lease liabilities)			(25,137)
Share of profits and losses of associates			2,119
Loss before tax			(34,773)

30 June 2025

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

3. OPERATING SEGMENT INFORMATION (continued)

The following table presents the asset and liability information of the Group's operating segments as at 30 June 2025 and 31 December 2024.

30 June 2025	Engineering, consulting and technical
	EPC RMB'000 (Unaudited)	services RMB'000 (Unaudited)	Total RMB'000 (Unaudited)
Segment assets	3,247,424	262,813	3,510,237
Reconciliation:
Elimination of intersegment receivables			(158,384)
Corporate and other unallocated assets			8,153,728
Total assets			11,505,581
Segment liabilities	6,922,051	232,788	7,154,839
Reconciliation:
Elimination of intersegment payables			(30,001)
Corporate and other unallocated liabilities			1,600,018
Total liabilities			8,724,856

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

3. OPERATING SEGMENT INFORMATION (continued)

31 December 2024
	EPC RMB'000 (Audited)	Engineering, consulting and technical services RMB'000 (Audited)	Total RMB'000 (Audited)
Segment assets	3,153,142	275,557	3,428,699
Reconciliation:
Elimination of intersegment receivables			(16,281)
Corporate and other unallocated assets			8,881,708
Total assets			12,294,126
Segment liabilities	7,360,484	243,752	7,604,236
Reconciliation:
Elimination of intersegment payables			(15,310)
Corporate and other unallocated liabilities			2,051,937
Total liabilities			9,640,863

4. REVENUE

An analysis of revenue is as follows:

	For the six months ended 30 June
	2025 RMB'000 (Unaudited)	2024 RMB'000 (Unaudited)
Revenue from contracts with customers	3,653,097	1,837,914

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

4. REVENUE (continued)

Disaggregated revenue information for revenue from contracts with customers

For the six months ended 30 June 2025

Segments	EPC RMB'000 (Unaudited)	Engineering, consulting and technical services RMB'000 (Unaudited)	Total RMB'000 (Unaudited)
Types of services
Construction services	3,518,056	–	3,518,056
Design, feasibility research, consulting and technical services	–	135,041	135,041
Total	3,518,056	135,041	3,653,097
Geographical markets
Middle East	1,304,764	137	1,304,901
Mainland China	1,135,298	101,869	1,237,167
Eurasia	1,077,046	22,718	1,099,764
Others	948	10,317	11,265
Total	3,518,056	135,041	3,653,097
Timing of revenue recognition
Services transferred over time	3,518,056	135,041	3,653,097

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

4. REVENUE (continued)

Disaggregated revenue information for revenue from contracts with customers (continued)

For the six months ended 30 June 2024

| Segments | EPC
RMB'000
(Unaudited) | Engineering, consulting and technical services
RMB'000
(Unaudited) | Total
RMB'000
(Unaudited) |
| --- | --- | --- | --- |
| Types of services | | | |
| Construction services | 1,687,217 | – | 1,687,217 |
| Design, feasibility research, consulting and technical services | – | 150,697 | 150,697 |
| Total | 1,687,217 | 150,697 | 1,837,914 |
| Geographical markets | | | |
| Middle East | 1,024,946 | 947 | 1,025,893 |
| Mainland China | 486,162 | 137,505 | 623,667 |
| Eurasia | 154,030 | 4,230 | 158,260 |
| Others | 22,079 | 8,015 | 30,094 |
| Total | 1,687,217 | 150,697 | 1,837,914 |
| Timing of revenue recognition | | | |
| Services transferred over time | 1,687,217 | 150,697 | 1,837,914 |

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

4. REVENUE (continued)

Set out below is the reconciliation of the revenue from contracts with customers to the amounts disclosed in the segment information:

For the six months ended 30 June 2025

Segments	EPC RMB'000 (Unaudited)	Engineering, consulting and technical services RMB'000 (Unaudited)	Total RMB'000 (Unaudited)
Revenue from contracts with customers
External customers	3,518,056	135,041	3,653,097
Intersegment sales	134,345	–	134,345
Subtotal	3,652,401	135,041	3,787,442
Intersegment adjustments and eliminations	(134,345)	–	(134,345)
Total	3,518,056	135,041	3,653,097

For the six months ended 30 June 2024

Segments	EPC RMB'000 (Unaudited)	Engineering, consulting and technical services RMB'000 (Unaudited)	Total RMB'000 (Unaudited)
Revenue from contracts with customers
External customers	1,687,217	150,697	1,837,914
Intersegment sales	95	–	95
Subtotal	1,687,312	150,697	1,838,009
Intersegment adjustments and eliminations	(95)	–	(95)
Total	1,687,217	150,697	1,837,914

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

5. PROFIT/(LOSS) BEFORE TAX

The Group’s profit/(loss) before tax is arrived at after charging/(crediting):

	For the six months ended 30 June
	2025
RMB'000
(Unaudited)	2024
RMB'000
(Unaudited)
Cost of services provided	3,385,930	1,723,758
Depreciation of property, plant and equipment*	6,340	4,499
Depreciation of right-of-use assets*	6,305	7,187
Amortisation of intangible assets*	4,005	4,030
Government grants	(2,095)	(1,674)
Write-down of inventories to net realisable value	18	17,936
Impairment of financial and contract assets, net:
(Reversal of impairment)/impairment of trade receivables, net	(17,720)	34,777
Impairment of contract assets, net	39,299	29,327
Impairment/(reversal of impairment) of financial assets included in prepayments, other receivables and other assets	11	(106)
Gain on disposal of items of property, plant and equipment	(85)	(113)
Lease payments not included in the measurement of lease liabilities	3,421	6,142
Fair value loss/(gain) on an investment property	16,568	(13,381)
Dividend income from equity investments at fair value through other comprehensive income	(13,776)	(12,484)
Employee benefit expense*
(including directors’ and chief executive’s remuneration):
Wages and salaries (including social welfare)	401,488	365,852
Retirement benefit scheme contributions	34,698	31,289
Equity-settled share-based payment expenses	2,150	–
	438,336	397,141
Foreign exchange differences, net	10,448	6,399

The employee benefit expenses, depreciation of property, plant and equipment, depreciation of right-of-use assets and amortisation of intangible assets of RMB304,080,000 (six months ended 30 June 2024: RMB298,698,000), RMB862,000 (six months ended 30 June 2024: Nil), RMB1,512,000 (six months ended 30 June 2024: RMB1,147,000) and RMB2,293,000 (six months ended 30 June 2024: RMB2,149,000) for the six months ended 30 June 2025, respectively, are recorded in “Cost of sales” in the consolidated statement of profit or loss.

INCOME TAX

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

The Group is subject to income tax on an entity basis on profits arising in or derived from the tax jurisdictions in which members of the Group are domiciled and/or operate.

	For the six months ended 30 June
	2025 RMB'000 (Unaudited)	2024 RMB'000 (Unaudited)
Current	3,340	4,232
Deferred	(2,533)	1,957
Total tax charge for the period	807	6,189

Pursuant to the rules and regulations of the Cayman Islands and the British Virgin Islands, the Group was not subject to any income tax in the Cayman Islands and British Virgin Islands. The Group was not liable for income tax in Hong Kong, Indonesia, South Africa, Mexico, United Arab Emirates and the United States as the Group did not have any assessable income arising in these jurisdictions for the six months ended 30 June 2025 and 2024.

The provision for current income tax in Mainland China is based on a statutory tax rate of 25% of the assessable profits of the PRC subsidiaries of the Group as determined in accordance with the PRC Corporate Income Tax Law.

惠生工程（中國）有限公司 (Wison Engineering Limited) was qualified as a "High and New Technology Enterprise" and was entitled to a preferential corporate income tax ("CIT") rate of 15% from 2023 to 2025. Wison Engineering Limited was liable for withholding tax with tax rate of 5% on revenue derived from Thailand, Saudi Arabia and Qatar. Wison Engineering Limited has branches in Qatar and Saudi Arabia which are subject to corporate income tax at a rate of 10% and 20%, respectively.

The statutory tax rate of Wison Energy (Thailand) Co. Ltd. is 35%.

Taxes on profits assessable elsewhere have been calculated at the rates of tax prevailing in the jurisdictions in which the Group operates.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

7. DIVIDENDS

No interim dividends were paid, declared or proposed during the six months ended 30 June 2025 (six months ended 30 June 2024: Nil).

8. EARNINGS/(LOSS) PER SHARE ATTRIBUTABLE TO ORDINARY EQUITY HOLDERS OF THE PARENT

The calculation of the basic earnings/(loss) per share amount is based on the profit/(loss) for the period attributable to ordinary equity holders of the parent, and the weighted average number of ordinary shares of 4,073,767,800 (2024: 4,073,767,800) outstanding during the period.

For the six months ended 30 June 2025, the calculation of the diluted earnings per share amount is based on the profit for the period attributable to ordinary equity holders of the parent. The weighted average number of ordinary shares used in the calculation is the number of ordinary shares outstanding during the period, as used in the basic earnings per share calculation, and the weighted average number of ordinary shares assumed to have been issued at no consideration on the deemed conversion of all dilutive potential ordinary shares into ordinary shares.

The Group had no potentially dilutive ordinary shares outstanding for the six months ended 30 June 2024.

The calculations of basic and diluted earnings/(loss) per share are based on:

| | 2025
RMB'000
(Unaudited) | 2024
RMB'000
(Unaudited) |
| --- | --- | --- |
| Earnings/(loss)
Profit/(loss) attributable to ordinary equity holders of
the parent, used in the basic and diluted earnings/(loss)
per share calculations | 74,588 | (34,342) |

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

8. EARNINGS/(LOSS) PER SHARE ATTRIBUTABLE TO ORDINARY EQUITY HOLDERS OF THE PARENT (continued)

	Number of shares
	2025	2024
Shares
Weighted average number of ordinary shares outstanding during the period used in the basic earnings/(loss) per share calculations	4,073,767,800	4,073,767,800
Effect of dilution — weighted average number of ordinary shares:
Share awards	2,285,534	–
	4,076,053,334	4,073,767,800

9. PROPERTY, PLANT AND EQUIPMENT

	RMB'000
At 1 January 2025 (audited)	46,676
Additions	3,874
Disposals	(7,496)
Depreciation	(6,340)
Exchange realignment	(346)
At 30 June 2025 (unaudited)	36,368

At 30 June 2025, the Group's building in Mainland China is held under medium-term leases with a book value of RMB21,729,000 (31 December 2024: RMB22,298,000). In the opinion of the directors, the fair value of the building did not differ materially from its carrying amount at 30 June 2025.

Had the Group's building situated in Mainland China been carried at cost less accumulated depreciation, the carrying amount would have been approximately RMB9,191,000 (31 December 2024: RMB9,436,000).

Except for the building situated in Mainland China which is stated at valuation, the plant and equipment are stated at cost less accumulated depreciation.

30 June 2025

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

9. PROPERTY, PLANT AND EQUIPMENT (continued)

Fair value hierarchy

The following table illustrates the fair value measurement hierarchy of the Group’s property situated in Mainland China:

	Fair value measurement as at 30 June 2025 using
	Quoted prices in active markets (Level 1) RMB’000 (Unaudited)	Significant observable inputs (Level 2) RMB’000 (Unaudited)	Significant unobservable inputs (Level 3) RMB’000 (Unaudited)	Total RMB’000 (Unaudited)
Building	-	-	21,729	21,729
	Fair value measurement as at 31 December 2024 using
---	---	---	---	---
	Quoted prices in active markets (Level 1) RMB’000 (Audited)	Significant observable inputs (Level 2) RMB’000 (Audited)	Significant unobservable inputs (Level 3) RMB’000 (Audited)	Total RMB’000 (Audited)
Building	-	-	22,298	22,298

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

9. PROPERTY, PLANT AND EQUIPMENT (continued)

Fair value hierarchy (continued)

The movements in fair value measurements within Level 3 during the period are as follows:

| | Building
RMB'000 |
| --- | --- |
| At 1 January 2025 (audited) | 22,298 |
| Depreciation charge | (569) |
| At 30 June 2025 (unaudited) | 21,729 |
| | Buildings
RMB'000 | Leasehold
land
RMB'000 |
| --- | --- | --- |
| At 1 January 2024 (audited) | 1,475,729 | 2,023,963 |
| Transfer to investment property | (1,451,753) | (2,023,963) |
| Depreciation charge | (582) | – |
| At 30 June 2024 (unaudited) | 23,394 | – |

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

9. PROPERTY, PLANT AND EQUIPMENT (continued)

Fair value hierarchy (continued)

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 2024: Nil).

Set out below is a summary of the valuation techniques used and the key inputs to the valuation of buildings and leasehold land:

	Valuation technique	Significant unobservable inputs	Weighted average
			30 June 2025	31 December 2024
Building (note a)	Direct comparison method	Market transaction price (RMB/square metre)	9,300	9,300
		Adjustment on quality of the building	1.28%	1.28%

Note:

(a) The valuation of the building was determined using the direct comparison approach. The most significant inputs to this valuation approach are the market transaction prices of comparable properties nearby and the adjustment on quality of the building.

The fair value measurement is positively correlated to the market transaction prices and negatively correlated to the adjustment on quality of the building.

10. INVESTMENT PROPERTY

| | 2025
RMB'000 |
| --- | --- |
| Carrying amount at 1 January (audited) | 3,484,231 |
| Net loss from a fair value adjustment | (16,568) |
| Carrying amount at 30 June (unaudited) | 3,467,663 |

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

10. INVESTMENT PROPERTY (continued)

The Group's investment property was revalued on 30 June 2025 based on valuations performed by Shanghai Orient Appraisal Co., Ltd., an independent firm of professionally qualified valuers, at RMB3,467,663,000 (31 December 2024: RMB3,484,231,000).

As at 30 June 2025, the Group's investment property with fair value of approximately RMB3,467,663,000 was pledged to secure general banking facilities granted to the Group (note 14).

Fair value hierarchy

The following table illustrates the fair value measurement hierarchy of the Group's investment property:

	Fair value measurement as at 30 June 2025 using
	Quoted prices in active markets (Level 1) RMB'000 (Unaudited)	Significant observable inputs (Level 2) RMB'000 (Unaudited)	Significant unobservable inputs (Level 3) RMB'000 (Unaudited)	Total RMB'000 (Unaudited)
Recurring fair value measurement for: Commercial property	-	-	3,467,663	3,467,663
	Fair value measurement as at 31 December 2024 using
---	---	---	---	---
	Quoted prices in active markets (Level 1) RMB'000 (Audited)	Significant observable inputs (Level 2) RMB'000 (Audited)	Significant unobservable inputs (Level 3) RMB'000 (Audited)	Total RMB'000 (Audited)
Recurring fair value measurement for: Commercial property	-	-	3,484,231	3,484,231

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 2024: Nil).

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

10. INVESTMENT PROPERTY (continued)

Fair value hierarchy (continued)

Reconciliation of fair value measurements categorised within Level 3 of the fair value hierarchy:

	Commercial property RMB'000
Carrying amount at 31 December 2024 and 1 January 2025 (audited)	3,484,231
Net loss from a fair value adjustment recognised in other expense in profit or loss	(16,568)
Carrying amount at 30 June 2025 (unaudited)	3,467,663
	Commercial property RMB'000
Carrying amount at 31 December 2023 and 1 January 2024 (audited)	–
Transfer from property, plant and equipment and right-of-use asset	3,475,716
Net gain from a fair value adjustment recognised in other income and gains in profit or loss	13,381
Carrying amount at 30 June 2024 (unaudited)	3,489,097

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

10. INVESTMENT PROPERTY (continued)

Fair value hierarchy (continued)

Below is a summary of the valuation techniques used and the key inputs to the valuation of investment property:

	Valuation techniques	Significant unobservable inputs	Weighted average
			30 June 2025	31 December 2024
Commercial property	Income method	Average market daily rent (RMB/per square meter)	4.72	4.78
		Long-term vacancy rate	11%	11%
		Yield rate	6.5%	6.5%

The valuation of the investment property was determined using the income method. The most significant inputs to this valuation approach are the market daily rental of comparable properties nearby, long-term vacancy rate of the building and yield rate of the rentals.

The fair value measurement is positively correlated to the market daily rental and yield rate, and negatively correlated to the long-term vacancy rate.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

11. TRADE RECEIVABLES

An ageing analysis of the trade receivables as at the end of the reporting period, based on the invoice date and net of loss allowance, is as follows:

| | 30 June
2025
RMB'000
(Unaudited) | 31 December
2024
RMB'000
(Audited) |
| --- | --- | --- |
| Within 1 month | 60,055 | 38,071 |
| 2 to 12 months | 49,666 | 201,094 |
| Over 1 year | 211,785 | 272,203 |
| Total | 321,506 | 511,368 |

The gross carrying amount of amounts due from related companies included in the trade receivables are as follows:

| | 30 June
2025
RMB'000
(Unaudited) | 31 December
2024
RMB'000
(Audited) |
| --- | --- | --- |
| Related companies (as defined in note 17) | | |
| Wison Taizhou | 148,163 | 147,631 |
| Taixing Bohui | – | 854 |
| Wison Offshore Marine Shanghai | – | 32,218 |
| Wison (China) Investment | – | 50 |
| Total | 148,163 | 180,753 |

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

12. CASH AND BANK BALANCES AND TIME DEPOSITS

	30 June 2025 RMB'000 (Unaudited)	31 December 2024 RMB'000 (Audited)
Cash and bank balances	2,209,401	2,737,422
Time deposits with original maturity of less than three months (including three months)	366,960	704,877
Time deposits with original maturity of more than three months	1,005,207	1,041,689
Subtotal	3,581,568	4,483,988
Less: Pledged bank balances and time deposits	812,963	681,513
Non-pledged time deposits with original maturity of more than three months	486,756	600,000
Frozen and unpledged bank balances	18,273	18,273
Cash and cash equivalents	2,263,576	3,184,202

At 30 June 2025, bank balances and time deposits of RMB589,099,000 (31 December 2024: RMB403,507,000) were placed as guarantee deposits for the performance of certain construction contracts and for the tendering process.

At 30 June 2025, bank balances and time deposits of RMB123,517,000 (31 December 2024: RMB124,562,000) were pledged to banks as security to obtain letter of credit facilities for the purchase of imported equipment.

At 30 June 2025, bank balances and time deposits of RMB5,462,000 (31 December 2024: RMB43,408,000) were pledged as security for bill facilities granted by the banks.

At 30 June 2025, bank balances of RMB1,000 (31 December 2024: RMB1,000) were pledged to banks as security for forward foreign exchange contracts.

30 June 2025

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

12. CASH AND BANK BALANCES AND TIME DEPOSITS (continued)

At 30 June 2025, bank balances of RMB94,779,000 (31 December 2024: RMB109,930,000) were pledged to a bank as security to obtain a banking facility (note 14).

At 30 June 2025, bank balances of RMB105,000 (31 December 2024: RMB105,000) were pledged for salary payments to workers according to relevant government regulation.

At 30 June 2025, certain bank accounts of the Group of RMB18,273,000 (31 December 2024: RMB18,273,000) were frozen by courts for certain claims in disputes for preservation.

At 30 June 2025, the cash and bank balances and time deposits of the Group denominated in RMB amounted to RMB2,725,452,000 (31 December 2024: RMB2,953,622,000). The RMB is not freely convertible into other currencies, however, under Mainland China's Foreign Exchange Control Regulations and Administration of Settlement, and Sale and Payment of Foreign Exchange Regulations, the Group is permitted to exchange RMB for other currencies through banks authorised to conduct foreign exchange business.

Cash at banks earns interest at floating rates based on daily bank deposit rates. Short-term time deposits are made for varying periods of between one day and three months depending on the immediate cash requirements of the Group, and earn interest at the respective short-term time deposit rates. The carrying amounts of cash and bank balances and time deposits approximate to their fair values. The bank balances and time deposits are deposited with creditworthy banks with no recent history of default.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

13. TRADE AND BILLS PAYABLES

An ageing analysis of the trade and bills payables as at the end of the reporting period, based on the invoice date, is as follows:

	30 June 2025 RMB'000 (Unaudited)	31 December 2024 RMB'000 (Audited)
Less than 1 year	2,049,578	1,911,906
1 to 2 years	442,205	328,146
2 to 3 years	298,215	195,384
Over 3 years	149,335	351,256
Subtotal	2,939,333	2,786,692
Less: Long-term payables	37,035	22,066
Total	2,902,298	2,764,626

The trade payables are non-interest-bearing and are normally settled on terms of 30 to 90 days other than those suppliers granting an extended credit period for more than one year.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

14. INTEREST-BEARING BANK BORROWINGS

	30 June 2025 RMB'000 (Unaudited)	31 December 2024 RMB'000 (Audited)
Current
Bank loans repayable within one year — secured	250,230	360,468
Bank loans repayable within one year — unsecured	–	175,123
Current portion of long-term bank loans — secured	59,227	59,424
Total — current	309,457	595,015
Non-current
Bank loans repayable over one year — secured	472,500	502,500
Total	781,957	1,097,515

The effective interest rates of the Group’s bank borrowings ranged as follows:

	2025		2024
	Effective interest rate (%)	Maturity	Effective interest rate (%)	Maturity
Bank loans	2.95 to 4.71	2025 – 2034	3.45 to 4.82	2025 – 2034

The carrying amounts of borrowings are denominated in the following currencies:

	2025 RMB'000	2024 RMB'000
RMB	781,957	1,097,515

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

14. INTEREST-BEARING BANK BORROWINGS (continued)

An analysis of the carrying amounts of borrowings by type of interest rate is as follows:

| | 2025
RMB'000 | 2024
RMB'000 |
| --- | --- | --- |
| Fixed interest rate | 250,230 | 475,688 |
| Variable interest rate | 531,727 | 621,827 |
| Total | 781,957 | 1,097,515 |
| | 30 June
2025
RMB'000
(Unaudited) | 31 December
2024
RMB'000
(Audited) |
| --- | --- | --- |
| Analysed into: | | |
| Bank loans repayable: | | |
| Within one year or on demand | 309,457 | 595,015 |
| In the second year | 58,500 | 58,500 |
| In the third to fifth years, inclusive | 234,000 | 234,000 |
| Beyond five years | 180,000 | 210,000 |
| Total | 781,957 | 1,097,515 |

Certain of the Group's bank loans are secured by the following asset:

| | Note | 30 June
2025
RMB'000
(Unaudited) | 31 December
2024
RMB'000
(Audited) |
| --- | --- | --- | --- |
| Investment property | 10 | 3,467,663 | 3,484,231 |

The carrying amounts of the interest-bearing bank borrowings approximate to their fair values.

Certain bank has granted credit facilities to the Group for which the right of receiving rental income from a property of the Group for future years and the related bank account with bank balances of RMB94,779,000 as at 30 June 2025 (31 December 2024: RMB109,930,000) have been pledged as security.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

15. SHARE CAPITAL

| | 30 June
2025
(Unaudited) | 31 December
2024
(Audited) |
| --- | --- | --- |
| Number of ordinary shares | | |
| Authorised: | | |
| Ordinary shares of HK$0.1 each | 20,000,000,000 | 20,000,000,000 |
| Issued and fully paid: | | |
| Ordinary shares of HK$0.1 each | 4,073,767,800 | 4,073,767,800 |
| | 30 June
2025
RMB'000
(Unaudited) | 31 December
2024
RMB'000
(Audited) |
| Authorised: | | |
| Ordinary shares of HK$0.1 each | 1,622,757 | 1,622,757 |
| Issued and fully paid: | | |
| Ordinary shares of HK$0.1 each | 330,578 | 330,578 |

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

16. SHARE-BASED PAYMENTS

1) 2022 Share Option Scheme

On 20 December 2022, a share option scheme (the "2022 Share Option Scheme") of the Company was approved and adopted by the shareholders of the Company. The 2022 Share Option Scheme shall be valid and effective for a period of 10 years commencing from the adoption date of the 2022 Share Option Scheme. Pursuant to the 2022 Share Option Scheme, the board of directors of the Company (the "Board") may determine to an employee (whether full-time or part-time) or a director of the Company or any of its subsidiaries (the "Eligible Persons under 2022 Share Option Scheme") to subscribe for shares. An amount of HK$1.00 is payable upon acceptance of the grant of an option and such payment shall not be refundable and shall not be deemed to be a part payment of the exercise price.

The maximum number of shares which may be issued in respect of all options to be granted under the 2022 Share Option Scheme and any options or awards granted under any other share schemes (the "Other Schemes") of the Company must not in aggregate exceed 10% of the total number of shares in issue as at the adoption date (the "2022 Scheme Mandate Limit"). The Board may, with the approval of the shareholders in a general meeting, refresh the 2022 Scheme Mandate Limit after three years from the date on which the shareholders approve the last refreshment (or the adoption of the 2022 Share Option Scheme), provided that the total number of shares which may be issued in respect of all options to be granted under the 2022 Share Option Scheme and any options and awards to be granted under any Other Schemes under the 2022 Scheme Mandate Limit as refreshed must not exceed 10% of the number of Shares in issue as at the date on which the shareholders approve the refreshment of the 2022 Scheme Mandate Limit.

The vesting of each tranche of the options as described above is subject to satisfaction of certain performance targets as determined by the Board at its absolute discretion, either on a case-by-case basis or generally on Group level performance and individual level performance.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

16. SHARE-BASED PAYMENTS (continued)

1) 2022 Share Option Scheme (continued)

On 2 April 2025, under the 2022 Share Option Scheme, share options were granted to 3 executive directors of the Company and 194 employees of the Group to subscribe for 67,760,000 shares at an exercise price of HK$0.301 per share. All share options granted will be vested in three tranches as to 40%, 30% and 30% of the aggregate number of shares on 2 April 2026, 2027 and 2028, respectively. Each option granted, if not exercised subsequently, will expire on 1 April 2029. Upon acceptance of the option, the grantee shall pay HK$1.00 to the Company as consideration for the grant.

There are no cash settlement alternatives. The Group does not have a past practice of cash settlement for these share options. The Group accounts for the 2022 Share Option Scheme as an equity-settled plan.

Share options do not confer rights on the holders to dividends or to vote at shareholders' meetings.

The exercise prices and exercise periods of the share options outstanding as at the end of the reporting period are as follows:

| 30 June 2025
Number of options | Exercise price*
HK$ per share | Exercise period |
| --- | --- | --- |
| 27,104,000 | 0.301 | 2 April 2026 to 1 April 2029 |
| 20,328,000 | 0.301 | 2 April 2027 to 1 April 2029 |
| 20,328,000 | 0.301 | 2 April 2028 to 1 April 2029 |
| 67,760,000 | | |

The exercise price of the share options is subject to adjustment in the case of rights or bonus issues, or other similar changes in the Company's share capital.

The fair value of the share options granted for the six months ended 30 June 2025 was approximately RMB8,525,000, of which the Group recognised a share option expense of RMB1,343,000 for the six months ended 30 June 2025 (for the six months ended 30 June 2024: Not applicable).

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

16. SHARE-BASED PAYMENTS (continued)

1) 2022 Share Option Scheme (continued)

The fair value of the share options granted for the six months ended 30 June 2025 was estimated at the date of grant, 2 April 2025, using a binomial model, taking into account the terms and conditions upon which the options were granted. The following table lists out the inputs used in the model:

	30 June 2025
Dividend yield (%)	0.00
Expected volatility (%)	67.51
Historical volatility (%)	67.51
Risk-free interest rate (%)	2.86
Expected life of options (year)	4
Weighted average share price (RMB per share)	0.28

The expected life of the options is based on the historical data over the past three years and is not necessarily indicative of the exercise patterns that may occur. 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 67,760,000 share options outstanding under the 2022 Share Option Scheme. The exercise in full of the outstanding share options would, under the present capital structure of the Company, result in the issue of 67,760,000 additional ordinary shares of HK$0.1 each of the Company and additional share capital of HK$6,776,000 (equivalent to RMB6,179,000) and share premium of HK$13,620,000 (equivalent to RMB12,421,000) (before issue expenses).

At the date of approval of these financial statements, the Company had 67,760,000 share options outstanding under the 2022 Share Option Scheme, which represented approximately $1.66\%$ of the Company's shares in issue as at that date.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

16. SHARE-BASED PAYMENTS (continued)

2) 2024 Share Award Scheme

On 15 November 2024, a share award scheme (the "2024 Share Award Scheme") of the Company was approved by the Board. The 2024 Share Award Scheme shall be valid and effective for a period of 10 years commencing from the adoption date of the 2024 Share Award Scheme. The Company shall appoint one or more independent professional trustees of the trust established for the 2024 Share Award Scheme (the "Trustee") to assist with the administration and vesting of the shares granted pursuant to this scheme and to hold shares underlying the shares as applicable. The Board may at any time during the scheme period direct and procure the Trustee to (i) receive existing shares from any shareholder of the Company; or (ii) purchase existing shares (either on-market or off-market) at such purchase price as the Board may direct or authorise, using funds of the Company subject to compliance with the Companies Ordinance (Cap. 622 of the Laws of Hong Kong) and the Listing Rules, and to hold such shares for the benefit of all or one or more of the individuals entitled to receive a grant of the award of the shares under the 2024 Share Award Scheme and for the satisfaction of the award of the shares granted or to be granted under the 2024 Share Award Scheme upon vesting.

On 2 April 2025, an aggregate of 29,040,000 shares were granted to 3 executive directors of the Company and 194 employees of the Group at HK$0.09 per awarded share pursuant to the 2024 Share Award Scheme. Subject to the grant of the share awards becoming unconditional, all share awards granted will be vested in three tranches as to 40%, 30% and 30% of the aggregate number of shares on a yearly basis starting from the 13th month after 2 April 2025, respectively, provided that each vesting of shares shall be subject to the grantees' meeting or satisfying, immediately preceding such vesting, the performance target or review as determined by the Company from time to time. If the grantees fail to meet or satisfy such performance target or review, the Company has the right to refuse or postpone such vesting until the grantees meet or satisfy the relevant performance target or review.

The fair value of the shares granted was approximately RMB5,091,000, assessed based on the difference between the market price of the Company's shares at the grant date and the amount payable by the grantee upon acceptance of the grant of the shares, of which the Group recognised a total expense of RMB807,000 for the six months ended 30 June 2025 (for the six months ended 30 June 2024: Not applicable).

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

16. SHARE-BASED PAYMENTS (continued)

2) 2024 Share Award Scheme (continued)

During the six months ended 30 June 2025, the Trustee did not purchase any shares of the Company from any shareholder of the Company.

Movements in the number of shares purchased for the 2024 Share Award Scheme and the awarded shares of the Company are as follows:

	Number of shares purchased for the 2024 Share Award Scheme	Number of awarded shares
At 1 January 2025 (audited)	–	–
Granted	–	29,040,000
At 30 June 2025 (unaudited)	–	29,040,000

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

17. RELATED PARTY TRANSACTIONS

The Group had the following transactions with related parties during the six months ended 30 June 2025:

	Notes	For the six months ended 30 June
		2025 RMB'000 (Unaudited)	2024 RMB'000 (Unaudited)
Fellow subsidiaries:
Rental income from the properties and conference facilities, income from the provision of property management services and income from vehicle rental	(a)(i)	23,591	25,054
Rendering of services	(a)(v), (a)(vi)	65,118	65,907
Services received	(a)(v), (a)(viii)	9,104	2,513
Collections and payments of utility charges, catering services and employees' salaries	(a)(i)	12,122	8,697
Interest income	(a)(ix)	-	20
Associate:
Rendering of services	(a)(vii)	13,038	11,534
Loan advanced to an associate	(a)(x)	1,000	-
Advance payment for an investment in an associate	(a)(xi)	100,000	-
Name of related parties	Relationship
---	---
Wison Holding	Wholly owned by Mr. Hua Bangsong (the beneficial controlling shareholder of the Company) and the ultimate holding company of the Company
惠生清潔能源科技集團股份有限公司 ("Wison New Energies")	Fellow subsidiary
惠生(中國)投資有限公司 ("Wison (China) Investment")	Fellow subsidiary

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

17. RELATED PARTY TRANSACTIONS (continued)

Name of related parties	Relationship
Wison Investment (Hong Kong) Limited
("Wison Investment (HK)")	Fellow subsidiary
Wison Offshore & Marine (Hong Kong) Limited
("Wison Offshore Marine(HK)")	Fellow subsidiary
上海惠生海洋工程有限公司
(Shanghai Wison Offshore & Marine Co., Ltd.,
"Wison Offshore Marine Shanghai")	Fellow subsidiary
惠生(泰州)新材料科技有限公司
(Wison (Taizhou) New Material Technology
Co., Ltd., "Wison Taizhou")	Fellow subsidiary
泰興博惠環保科技發展有限公司
(Taixing Bohui Environmental Technology
Development Co., Ltd., "Taixing Bohui")	An associate of the Company
Wison Offshore & Marine Limited
("Wison Offshore Marine")	Fellow subsidiary
聯泓惠生(江蘇)新材料有限公司
(Levima Wison (Jiangsu) Advanced Materials
Co. Ltd., "Levima Wison")	Indirectly owned as to 35% by Wison Holding
河南創思特工程監理諮詢有限公司
(Henan Chuangsite Supervisory Consulting
Co., Ltd., "Henan Chuangsite")	An associate of the Company
啟東惠生海工裝備有限公司
(Qidong Wison Offshore Engineering
Equipment Co., Ltd., "Qidong Wison")	Fellow subsidiary

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

17. RELATED PARTY TRANSACTIONS (continued)

Notes:

(a)(i) On 30 June 2020, the Group entered into a property leasing framework agreement with Wison Holding and its affiliates, pursuant to which the Group leases properties and provides property management services and utility services for the premises of the Group and/or rents the conference facilities at the properties to Wison Holding and its affiliates.

On 22 December 2022, the Group entered into a new property leasing framework agreement with Wison Holding and its affiliates to renew the aforesaid property leasing framework agreement. The new property leasing framework agreement shall be for a term of three years commencing from 1 January 2023 and expiring on 31 December 2025.

The aggregate income from the rentals, property management fees and conference facilities inclusive of value-added tax during the six months ended 30 June 2025 from Wison (China) Investment and Wison Offshore Marine Shanghai under the property leasing framework agreement was RMB23,032,000 (six months ended 30 June 2024: RMB24,680,000).

The Group entered into a vehicle rental agreement with Wison Offshore Marine Shanghai and Wison (China) Investment. The relevant rental income recognised by the Group during the six months ended 30 June 2025 was RMB559,000 (six months ended 30 June 2024: RMB374,000).

The collection and payment of utility charges, catering services and employees' salaries with Wison (China) Investment, Wison Investment (HK), Wison Offshore Marine(HK), Wison New Energies, Qidong Wison and Wison Offshore Marine Shanghai for the six months ended 30 June 2025 were RMB12,122,000 (six months ended 30 June 2024: RMB8,697,000).

(a)(ii) On 30 November 2012, Wison Holding and the Company entered into a domain name licence agreement (the "Domain Name Licence Agreement") in respect of the right to use the domain name "wison-engineering.com" registered under the name of Wison Holding (the "Domain Name"). Pursuant to the Domain Name Licence Agreement, Wison Holding has agreed to grant the Company, and the Company has accepted, a royalty-free licence to use the Domain Name on an exclusive basis at nil consideration. The Domain Name Licence Agreement is for a perpetual term and may be terminated in certain circumstances, such as Wison Holding ceasing to be a shareholder of the Company.

(a)(iii) On 12 January 2018 and 28 February 2018, Wison Holding, as licensor, entered into trademark licensing agreements with the Group to grant the rights to use the trademarks by the Group in China and certain territories, such as Hong Kong, the United States of America, Australia, European Union, Singapore, Turkey, South Africa and Venezuela, respectively, on a perpetual and non-exclusive basis for nil consideration.

(a)(iv) The Group had credit facilities of RMB200,000,000 granted by Wison (China) Investment with a period from 1 March 2021 to 30 September 2025 with nil consideration. As at 30 June 2025, the credit facilities used by the Group was nil (31 December 2024: Nil).

(a)(v) On 22 December 2022, the Company entered into a new service agreement with Wison Holding. Pursuant to the agreement, the Group shall provide to Wison Holding and its subsidiaries ("Wison Group") consulting, marketing and new business development services in oil and gas and petrochemical areas in relation to the current and proposed business operations of Wison Group, and Wison Group shall provide to the Group information technology services and legal and compliance services. The term of the service agreement commences on 1 January 2023 and expires on 31 December 2025. The fees payable to the Group by Wison Group and the fees payable by the Group to Wison Group under the service agreement are determined based on the amount of time incurred by the qualified personnel assigned to provide the relevant services at hourly rates determined with reference to market rates for the remuneration of such qualified personnel, plus out-of-pocket expenses and general and administrative expenses actually incurred.

There was no service fee revenue recognised by the Group during the six months ended 30 June 2025 from Wison Group (six months ended 30 June 2024: RMB14,000). The cost of service fee incurred by the Group for services rendered by Wison Group during the six months ended 30 June 2025 was RMB6,591,000 (six months ended 30 June 2024: Nil).

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

17. RELATED PARTY TRANSACTIONS (continued)

Notes: (continued)

(a)(vi) Wison Offshore Marine Shanghai and Wison New Energies entered into construction service agreements with the Group, respectively. The relevant revenue recognised by the Group during the six months ended 30 June 2025 was RMB64,723,000 and RMB395,000, respectively (six months ended 30 June 2024: RMB65,893,000 and nil, respectively). The trade receivables relating to Wison Offshore Marine Shanghai are set out in note 11. The contract assets with Wison Offshore Marine Shanghai and Wison New Energies were RMB34,411,000 and RMB278,000, respectively (31 December 2024: RMB2,535,000 and RMB324,000, respectively).

(a)(vii) The Group entered into construction service agreements with Taixing Bohui and Levima Wison, respectively. The relevant revenue recognised by the Group during the six months ended 30 June 2025 was RMB2,088,000 and RMB10,950,000, respectively (six months ended 30 June 2024: RMB5,735,000 and RMB5,799,000, respectively). The trade receivables relating to Taixing Bohui is set out in note 11 and contract assets with Taixing Bohui and Levima Wison were RMB38,749,000 and RMB6,982,000 (31 December 2024: RMB37,469,000 and nil, respectively).

(a)(viii) On 22 December 2022, the Group and Wison Holding entered into an entrustment guarantee agreement in relation to the guarantee provided by Wison Holding for the Group in favour of a customer. The maximum total principal amount of guarantee liability is RMB1,005,000,000 and the Group shall pay a guarantee fee approximately RMB30,150,000 to Wison Holding calculated based on 0.5% per annum of the total principal amount of the guarantee liability with the guarantee period effective from 1 January 2023 to 31 December 2028. The relevant guarantee fee incurred by the Group during the six months ended 30 June 2025 was RMB2,513,000 (six months ended 30 June 2024: RMB2,513,000).

(a)(ix) The Group advanced RMB440,000 to Wison Offshore Marine in 2023 which was unsecured, bears interest at 7.2% per annum and repaid in 2024. There was no interest income recognised by the Group during the six months ended 30 June 2025 (six months ended 30 June 2024: RMB20,000).

(a)(x) During the six months ended 30 June 2025, the Group advanced RMB1,000,000 to Taixing Bohui which was unsecured, non-interest-bearing and repayable in one year.

(a)(xi) On 11 September 2024, the Group entered into an equity transfer agreement with Wison (China) Investment to acquire its 35% equity interest in Levima Wison for a total cash consideration of approximately RMB255,000,000. During the six months ended 30 June 2025, the Group made an advance payment of RMB100,000,000 (six months ended 30 June 2024: Nil). As at 30 June 2025, the Group made an accumulated advance payment of RMB235,000,000 (31 December 2024: RMB135,000,000) which was recorded as other non-current assets.

In the opinion of the directors of the Company, the transactions between the Group and Wison New Energies, Wison (China) Investment, Wison Investment (HK), Wison Offshore Marine(HK), Wison Offshore Marine Shanghai, Levima Wison, Qidong Wison, Wison Holding, Wison Offshore Marine and Taixing Bohui were conducted based on mutually agreed terms.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

17. RELATED PARTY TRANSACTIONS (continued)

Notes: (continued)

(b) Outstanding balances with related parties:

| | 30 June
2025
RMB'000
(Unaudited) | 31 December
2024
RMB'000
(Audited) |
| --- | --- | --- |
| Due from fellow subsidiaries: | | |
| Wison (China) Investment | 34,987 | 30,898 |
| Wison Investment (HK) | 23,166 | 23,226 |
| Wison Offshore Marine Shanghai | 22,429 | 10,237 |
| Wison Offshore Marine (HK) | 3,312 | – |
| Wison New Energies | 1,004 | 238 |
| Qidong Wison | 78 | 127 |
| Wison Taizhou | 88 | 81 |
| Total | 85,064 | 64,807 |
| Due from an associate: | | |
| Taixing Bohui | 1,000 | – |
| Due to a fellow subsidiary: | | |
| Wison (China) Investment | 6,763 | 329 |
| Due to the ultimate holding company: | | |
| Wison Holding | 2,500 | – |
| Due to an associate: | | |
| Henan Chuangsite | 630 | 630 |

The balances with fellow subsidiaries and an associate are unsecured, interest-free and repayable on demand, except for the loan to Wison Offshore Marine. The carrying amounts of the balances with the related parties approximate to their fair values.

	For the six months ended 30 June
	2025
RMB'000
(Unaudited)	2024
RMB'000
(Unaudited)
Short term employee benefits	4,132	4,204
Equity-settled share-based payment expenses	400	–
Total compensation paid to key management personnel	4,532	4,204

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

18. 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 2025 RMB'000 (Unaudited)	31 December 2024 RMB'000 (Audited)	30 June 2025 RMB'000 (Unaudited)	31 December 2024 RMB'000 (Audited)
Financial assets
Equity investments designated at fair value through other comprehensive income	300,615	295,588	300,615	295,588
Financial liabilities
Interest-bearing bank borrowings	531,727	561,924	539,522	570,170

Management has assessed that the fair values of cash and cash equivalents, pledged bank balances and time deposits, amounts due from fellow subsidiaries, an amount due from an associate, trade and bills receivables, financial assets included in prepayments, other receivables, other assets, trade and bills payables, financial liabilities included in other payables and accruals, lease liabilities, an amount due to a fellow subsidiary, an amount due to the ultimate holding company and an amount due to an associate approximate to their carrying amounts largely due to the short-term maturities of these instruments.

The Group's finance department headed by the finance manager is responsible for determining the policies and procedures for the fair value measurement of financial instruments. The finance manager reports directly to the chief financial officer. At each reporting date, the finance department analyses the movements in the values of financial instruments and determines the major inputs applied in the valuation. The valuation is reviewed and approved by the chief financial officer. The valuation process and results are discussed with the board of directors twice a year for interim and annual financial reporting.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

18. FAIR VALUE AND FAIR VALUE HIERARCHY OF FINANCIAL INSTRUMENTS (continued)

The fair values of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following methods and assumptions were used to estimate the fair values of those financial assets and liabilities measured at fair value:

The fair values of the non-current portion of trade payables have been calculated by discounting the expected future cash flows using rates currently available for instruments with similar terms, credit risk and remaining maturities.

The fair values of listed equity investments are based on quoted market prices. The fair values of unlisted equity investments designated at fair value through other comprehensive income have been estimated using a market-based valuation technique based on assumptions that are not supported by observable market prices or rates. The valuation requires the directors to determine comparable public companies (peers) based on industry, size, leverage and strategy, and to calculate an appropriate price multiple, such as price to book ("P/B") multiple, price to earnings ("P/E") multiple and price to sales ("P/S") multiple, for each comparable company identified. The multiple is calculated by dividing the price per share of the comparable company by net assets value or earnings per share. The trading multiple is then discounted for considerations such as illiquidity and size differences between the comparable companies based on company-specific facts and circumstances. The discounted multiple is applied to the corresponding earnings measure of the unlisted equity investments to measure the fair value. The directors believe that the estimated fair values resulting from the valuation technique, which are recorded in the consolidated statement of financial position, and the related changes in fair values, which are recorded in other comprehensive income, are reasonable, and that they were the most appropriate values at the end of the reporting period.

For the fair value of the unlisted equity investments at fair value through other comprehensive income, management has estimated the potential effect of using reasonably possible alternatives as inputs to the valuation model.

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

18. FAIR VALUE AND FAIR VALUE HIERARCHY OF FINANCIAL INSTRUMENTS (continued)

Set out below is a summary of significant unobservable inputs to the valuation of financial instruments together with a quantitative sensitivity analysis as at 30 June 2025:

	Valuation technique	Significant unobservable input	Range/ratio	Sensitivity of fair value to the input
Unlisted equity investments	Valuation multiples	Average P/B multiple of peers	30 June 2025: 1.08 to 4.40 (31 December 2024: 0.74 to 5.29)	10% (31 December 2024: 10%) increase/decrease in multiple would result in increase/decrease in fair value by RMB815,000 (31 December 2024: RMB2,845,000)
		Average P/E multiple of peers	30 June 2025: 23.01 to 111.17 (31 December 2024: 15.00 to 81.40)	10% (31 December 2024: 10%) increase/decrease in multiple would result in increase/decrease in fair value by RMB1,345,000 (31 December 2024: RMB2,593,000)
		Average P/S multiple of peers	30 June 2025: 3.59 to 5.37 (31 December 2024: 2.42 to 8.28)	10% (31 December 2024: 10%) increase/decrease in multiple would result in increase/decrease in fair value by RMB231,000 (31 December 2024: Nil)
		Discount for lack of marketability	30 June 2025: 20% to 25% (31 December 2024: 20% to 25%)	10% (31 December 2024: 10%) increase/decrease in discount would result in increase/decrease in fair value by RMB998,000 (31 December 2024: RMB1,598,000)

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

18. FAIR VALUE AND FAIR VALUE HIERARCHY OF FINANCIAL INSTRUMENTS (continued)

The discount for lack of marketability represents the amounts of premiums and discounts determined by the Group that market participants would take into account when pricing the investments.

Fair value hierarchy

The following tables illustrate the fair value measurement hierarchy of the Group’s financial instruments:

Assets measured at fair value:

As at 30 June 2025

	Fair value measurement using
	Quoted prices in active markets (Level 1) RMB’000 (Unaudited)	Significant observable inputs (Level 2) RMB’000 (Unaudited)	Significant unobservable inputs (Level 3) RMB’000 (Unaudited)	Total RMB’000 (Unaudited)
Equity investments designated at fair value through other comprehensive income	273,590	–	27,025	300,615

As at 31 December 2024

	Fair value measurement using
	Quoted prices in active markets (Level 1) RMB’000 (Audited)	Significant observable inputs (Level 2) RMB’000 (Audited)	Significant unobservable inputs (Level 3) RMB’000 (Audited)	Total RMB’000 (Audited)
Equity investments designated at fair value through other comprehensive income	238,106	–	57,482	295,588

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

18. FAIR VALUE AND FAIR VALUE HIERARCHY OF FINANCIAL INSTRUMENTS (continued)

Fair value hierarchy (continued)

Assets measured at fair value: (continued)

The movements in fair value measurements within Level 3 during the period are as follows:

| | 2025
RMB'000
(Unaudited) | 2024
RMB'000
(Unaudited) |
| --- | --- | --- |
| Equity investments at fair value through other comprehensive income | | |
| At 1 January | 57,482 | 79,486 |
| Total losses recognised in other comprehensive income | (30,457) | (14,866) |
| At 30 June | 27,025 | 64,620 |

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 for both financial assets and financial liabilities (six months ended 30 June 2024: Nil).

Liabilities measured at fair value:

The Group did not have any financial liabilities measured at fair value as at 30 June 2025 (31 December 2024: Nil).

Wison Engineering Services Co. Ltd. • Interim Report 2025

Notes to Interim Condensed Consolidated Financial Information

30 June 2025

19. CONTINGENT LIABILITIES

The directors of the Company are of the opinion that additional provision for the lawsuits amounting to RMB35,370,000 has been made. For other lawsuits amounting to RMB36,271,000 which are without merit, the possibility for the Group being subject to additional payment claims is expected to be remote on the basis of the available evidence and legal advice obtained, the directors of the Company are of the opinion that no additional provision is required.

20. APPROVAL OF THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION

The unaudited interim condensed consolidated financial information was approved and authorised for issue by the board of directors on 21 August 2025.

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Wison Engineering Services Co. Ltd. — Interim / Quarterly Report 2025

50467_rns_2025-09-25_ef1ec21c-9ade-4a0a-9d8e-d9a60f050bd8.pdf

WISON ENGINEERING

Contents

Corporate Information

BOARD OF DIRECTORS

Executive Directors

Non-executive Director

Independent Non-executive Directors

AUDIT COMMITTEE

NOMINATION COMMITTEE

REMUNERATION COMMITTEE

GLOBAL HEADQUARTERS, PRINCIPAL PLACE OF BUSINESS AND HEAD OFFICE IN THE PRC

PRINCIPAL SHARE REGISTRAR AND TRANSFER OFFICE

HONG KONG SHARE REGISTRAR

COMPANY SECRETARY

AUTHORISED REPRESENTATIVES

AUDITORS

PRINCIPAL BANKS

REGISTERED OFFICE

PRINCIPAL PLACE OF BUSINESS IN HONG KONG

COMPANY’S WEBSITE

STOCK CODE

Management Discussion and Analysis

MARKET AND RESULTS OVERVIEW

Management Discussion and Analysis

Consolidating Core Businesses and Venturing into Emerging Areas

Management Discussion and Analysis

Management Discussion and Analysis

Enhancement in Project Management Competence

Remarkable Achievement in QHSE Management

Management Discussion and Analysis

Ongoing Global Layout, and Surging Momentum in Green Transition

In-depth Expansion into Global Markets

Accelerated Green Transition: Powered by Technology, Scaled by Demonstration

Management Discussion and Analysis

Fruitful Results in Commercialisation of Core Proprietary Technologies

Green Transition: Accelerating Collaborative Innovation to Enhance Core Competitiveness

Management Discussion and Analysis

"Plant as a Product": "MegaFlex" One-Stop Integrated Solution for Large-Scale Green Hydrogen Production

Management Discussion and Analysis

Remarkable Achievements in the R&D of New Materials and New Processes

Management Discussion and Analysis

Management Discussion and Analysis

Fully Promoting the Application of Integration Platform to Comprehensively Improve Digitalisation and Delicacy Control across the Company's Projects

Systematically Implementing "Three-Pronged Transformation" Strategy to Accelerate International Organisational Capability Building

Management Discussion and Analysis

Management Discussion and Analysis

OUTLOOK

Management Discussion and Analysis

FINANCIAL REVIEW

Revenue and Gross Profit

Management Discussion and Analysis

Management Discussion and Analysis

Other Income and Gains

Selling and Distribution Expenses

Management Discussion and Analysis

Administrative Expenses

Other Expenses

Finance Costs

Management Discussion and Analysis

Income Tax

Profit for the Period

Trade and Bills Receivables

Liquidity and Capital Structure

Management Discussion and Analysis

Management Discussion and Analysis

Management Discussion and Analysis

Capital Expenditure

Material Acquisitions and Disposals

Management Discussion and Analysis

Contingent Liabilities

Foreign Exchange Risk Control

Pledge of Assets

Employee and Emolument Policy

Management Discussion and Analysis

Events after Period under Review

Corporate Governance and Other Information

DIRECTORS' AND CHIEF EXECUTIVE'S INTERESTS AND SHORT POSITIONS IN SHARES, UNDERLYING SHARES AND DEBENTURES

Wison Engineering Services Co. Ltd. Interim / Quarterly Report 2025