Stock Code: 601689 Abbr.: Tuopu Group
Ningbo Tuopu Group Co. Ltd.Annual Report 2024
April 2025Ningbo Tuopu Group Co. Ltd. Annual Report 2024
Important Notes
I. The Board of Directors Board of Supervisors Directors Supervisors and Senior
Management of Ningbo Tuopu Group Co. Ltd. hereby guarantee that the information
presented in this report shall be true accurate and complete and free of any false records
misleading statements or material omissions and they will bear joint and several liability
for such information.II. All directors attended the meeting of the Board of Directors.III. BDO China Shu Lun Pan Certified Public Accountants LLP (Special General Partnership)
issued a standard and unqualified audit report for the Company.IV. Wu Jianshu a person in charge of the Company Hong Tieyang an officer in charge of
accounting work and accounting institution (Accounting Officer) hereby declare and
warrant that the financial statements in the annual report are authentic accurate and
complete.V. Profit Distribution Plan or Capital Reserve Converted to Additional Shares Plan Approved
by the Board during the Reporting Period
As audited by BDO China Shu Lun Pan Certified Public Accountants LLP (Special General
Partnership) Ningbo Tuopu Group Co. Ltd. (“The Parent Company”) realized a net profit at RMB
1151054641.35 in 2024 after a statutory surplus reserve at RMB 115105464.14 is withdrawn at 10%
of the realized net profit the profit available for distribution in the year is RMB 1035949177.21; with
the undistributed profit at the beginning of the year at RMB 3981561695.41 added and the cash
dividends at RMB 646503426.53 distributed in 2024 deducted the cumulative profit available for
distribution at the end of 2024 is RMB 4370987446.09.According to the resolution passed at the 21st meeting of the fifth Board of Directors of the
Company the profit distribution plan laid down for 2024 would be: with the number of shares registered
on the equity registration date for the implementation of equity distribution as the base number RMB
5.19 (tax included) per 10 shares will be distributed to all shareholders as cash dividends.
As at 31 December 2024 the total number of shares of the company is 1686025655 shares. On 14
March 2025 the Company completed the redemption of the Tuopu convertible bonds. In the process of
redemption a large number of convertible bond holders converted their “Tuopu Convertible Bonds” into
company shares within the statutory time limit. After the completion of the redemption according to the
data of the Shanghai Branch of China Securities Depository & Clearing Corporation the total number of
shares of the Company was 1737835580. Based on the latest total number of 1737835580 shares of
the Company after the redemption of the convertible bonds as mentioned above a total cash dividend of
RMB901936666.02 (with tax included) is proposed to be distributed representing 30.06% of the net
2 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
profit attributable to the ordinary shareholders of the listed company in the consolidated statement of
accounts for the year and the remaining undistributed profit will be rolled over to the next year.If there is a change in the said total shares in the period from the date of the announcement of profit
distribution plan to the record date for distribution the Company intends to maintain the
above-mentioned cash dividend of RMB 5.19 (with tax included) per 10 shares and adjust the total cash
dividend as appropriate.The above profit distribution plan is prospectively submitted to the general meeting of the
Company for consideration.VI. Risk statement of forward-looking statements
√Applicable □Non-applicable
The forward-looking description of the future development strategy business plan performance
forecast and other aspects in relation to the Company as contained herein will not constitute a substantial
commitment to investors. All investors of the Company are advised to be cautious about the investment
risks.VII. Whether there is any non-operating capital occupation by the controlling shareholder and
its affiliates
No
VIII. Whether there is any external guarantee provided in violation of the prescribed decision
procedures
No
IX. Whether there are more than half of the directors who cannot guarantee the annual report
disclosed by the Company as to its authenticity accuracy and completeness
No
X. Significant risk statement
The Company has described the significant risks that may adversely affect the future developmentof the Company and the realization of its business objectives herein.Refer to “Section 3 Discussion andAnalysis of Operation Conditions”
XI.Others
√Applicable □Non-applicable
On 14 March 2025 the Company completed the redemption of the Tuopu convertible bonds. In theprocess of redemption a large number of convertible bond holders converted their “Tuopu ConvertibleBonds” into company shares within the statutory time limit. After the completion of the redemption
according to the data of the Shanghai Branch of China Securities Depository & Clearing Corporation
the total number of shares of the Company was 1737835580.For more details refer to the "Announcement on the Results of the Issue of Shares by Tuopu Group
to Specific Targets and Changes in Share Capital" published by the Company on the Shanghai Stock
Exchange website on 15 March 2025.
3 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
Contents
Section 1 Definitions ............................... 5
Section 2 Company Profile and Key Financial Indica... 5
Section 3 Management Discussion and Analysis ....... 11
Section 4 Corporate Governance ......................42
Section 5 Environmental and Social Responsibility .. 63
Section 6 Significant Events ........................74
Section 7 Changes in Shares and Shareholders .......114
Section 8 Information about Preference Shares ..... 125
Section 9 Information of Corporate Bonds .......... 126
Section 10 Financial Report ....................... 128
Directory Financial statements affixed with the signatures and seals of the legal representative of the
of Company the officer in charge of accounting work and accounting institution.Documents Original audit report affixed with the seal of the accounting firm and the signature and seal
Available of CPAs.for All original company documents and announcements disclosed on the website designated by
Reference CSRC during the reporting period.
4 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
Section 1 Definitions
I. Definitions
In this report unless the context requires otherwise the following words and terms shall be construed as:
Common terms and definitions
The Company issuer Tuopu Refers Ningbo Tuopu Group Co. Ltd.to
MECCA HK Refers MECCA INTERNATIONAL HOLDING (HK) LIMITED
to the controlling shareholder of the Company
Ningbo Zhuyue Refers The wholly-owned sub-subsidiary of the controlling
to shareholder MECCA INTERNATIONAL HOLDING (HK)
LIMITED
Paishe Property Refers The wholly-owned sub-subsidiary of the controlling
to shareholder MECCA INTERNATIONAL HOLDING (HK)
LIMITED
Reporting Period Refers From January 1 2024 to December 31 2024
to
Board of Directors Board of Refers Board of Directors Board of Supervisors General Meeting
Supervisors General Meeting of to of Shareholders of Ningbo Tuopu Group Co. Ltd.Shareholders
1.00 Yuan 10000 Yuan 100 Refers ￥1.00 ￥10000.00 ￥100000000.00
million Yuan to
Convertible bonds Refers Convertible corporate bonds
to
CSRC Refers China Securities Regulatory Commission
to
SSE Refers Shanghai Stock Exchange
to
Section 2 Company Profile and Key Financial Indicators
I. Company Information
Company Name in Chinese Ningbo Tuopu Group Co. Ltd.Company Abbreviation in Chinese 拓普集团
Company Name in English Ningbo Tuopu Group Co.Ltd.Company Abbreviation in English Tuopu Group
Legal Representative of the Company Wu Jianshu
II. Contact Person and Contact Information
Security of the Board Representative of Securities Affairs
Name Wang Mingzhen Gong Yuchao
Contact Address 268 Yuwangshan Rd Beilun District 268 Yuwangshan Rd Beilun District
Ningbo Zhejiang Ningbo Zhejiang
Tel. 0574-86800850 0574-86800850
Fax 0574-86800877 0574-86800877
E-mail wmz@tuopu.com gyc@tuopu.com
III. General Information Summary
Registered Address of the Company 268 Yuwangshan Rd Daqi Street Beilun District Ningbo
Zhejiang
Change History of Registered Address of the On June 16 2020 changed from "No. 215 Huangshan
Company West Road Beilun District Ningbo Zhejiang " to "268
5 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
Yuwangshan Rd Daqi Street Beilun District Ningbo
Zhejiang "
Office Address of the Company 268 Yuwangshan Rd Daqi Street Beilun District Ningbo
Zhejiang
Postal Code of Office Address 315806
Website www.tuopu.com
E-mail tuopu@tuopu.com
IV. Information Disclosure and Location
Media Name and Website where The Company Securities Times
Discloses its Annual Report
Stock Exchange Website where The Company SSE website (www.sse.com.cn)
Discloses its Annual Report
Location for Annual Report of the Company Office of Board Secretary
V. Overview of Stock Information
Overview of Stock Information
Stock Abbreviation
Stock Type Stock Exchange Stock Abbreviation Stock Code Before Change
-
A-share Shanghai Stock Tuopu Group 601689
Exchange
VI. Other Related Information
Accounting firm Name BDO China Shu Lun Pan Certified Public
appointed by the Accountants LLP (Special General Partnership)
Company Office Address 5/F 61 East Nanjing Rd Shanghai
(domestic) Name of Undersigned Yu Weiying Tang WeiAccountants
The sponsor Name China Merchants Securities Co. Ltd
institution hired Office Address 111 Fuhua First Rd Futian Street Futian District
by the company Shenzhen Guangdong
to perform the Name of undersigned Xiao Yan Tan Guotai
continuous sponsor’s representatives
supervision in Period of continuous From July 26 2016 to the date of using up the
the reporting supervision raised funds
period
VII. Key Accounting Data and Financial Indicators over the Past Three Years
(1) Key Accounting Data
Unit：Yuan Currency：RMB
Key 2023 Increase/decrea 2022
Accounti 2024 se compared
ng Data After change Before change with previous After change
Before
year (%) change
Operating
26600328450.9419700560430.0019700560430.0035.0215992821677.5015992821677.50
income
Net profit
attributab
le to 3000605982.24 2150642258.47 2150642258.47 39.52 1700208711.12 1700208711.12
sharehold
ers of the
6 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
listed
Company
Net profit
attributab
le to
sharehold
ers of the
listed
2728318259.042021006456.662021006456.6635.001655627050.661655627050.66
company
after
deducting
non-recur
ring gains
and losses
Net cash
flow
generated
by 3236068686.84 3365629276.74 3365629276.74 -3.85 2284020088.40 2284020088.40
operation
al
activities
Increase/decrea
At the year At the year end of 2023 se compared At the year end of 2022
end of 2024 After change Before change with previousyear (%) After change
Before
change
Net assets
attributab
le to
sharehold 19550263949.66 13784379600.93 13784379600.93 41.83 12129700520.61 12129700520.61
ers of the
listed
company
Total
37543871905.4230769771206.8830769771206.8822.0227510550218.8927510550218.89
assets
(2) Key Financial Indicators
2023 Increase/decrease 2022
Key Financial Indicators 2024 compared withAfter Before previous year After Before
change change (%) change change
Basic Earnings per Share
(RMB/Share) 1.79 1.35 1.95 32.59 1.06 1.54
Diluted Earnings per
Share (RMB/Share) 1.78 1.35 1.95 31.85 1.06 1.54
Basic Earnings per Share
after deducting
non-recurring gains and 1.62 1.26 1.83 28.57 1.04 1.50
losses (RMB/Share)
Weighted Average ROE 16.56 16.61 16.61 Decrease by0.05% 15.02 15.02
Weighted Average ROE
after deducting Decrease by
non-recurring gains and 15.05 15.61 15.61 0.56% 14.65 14.65
losses (%)
7 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
Notes to the key accounting data and financial indicators over the previous three years at the end of the
reporting period
□Applicable √Non-applicable
Following the approval of the 2023 Annual General Meeting the Company's proposal for profit
distribution and capitalization for 2023 is outlined as follows: based on the total share capital of
1162775947 shares prior to the proposal's execution a cash dividend of RMB0.556 per share (with tax
included) will be distributed alongside a transfer of 0.45 shares to all shareholders from the capital
reserve. This results in a total cash dividend of RMB 646503426.53 and a transfer of 523249176
shares. Consequently the total share capital of the Company post-conversion will be 1686025109
shares. The ex-rights date for this equity distribution plan is set for July 18 2024 with the listing date
for the additional shares arising from the capitalization of the provident fund on July 19 2024. In
compliance with ASBE No. 34 - Earnings per Share the Company has recalculated the earnings per
share for 2023 and 2022 to ensure consistency in accounting metrics across the years factoring in the
shares converted from the capitalization of the capital surplus.Ⅷ. Differences in Accounting Data under Chinese and International Accounting Standards
(1) Differences in net profit and net assets attributable to shareholders of listed company in the
financial reports disclosed under international accounting standards and Chinese accounting
standards
□Applicable √Non-applicable
(2) Differences in net profit and net assets attributable to shareholders of listed company in the
financial report disclosed under international accounting standards and Chinese accounting
standards
□Applicable √Non-applicable
(3) Notes to differences between international and Chinese accounting standards:
□Applicable √Non-applicable
IX. Key financial data of 2024 by quarter
Unit：Yuan Currency：RMB
Q1 Q2 Q3 Q4
(From January to (From April to (From July to (From October to
March) June) September) December)
Operating income 5688211871.16 6533608365.27 7130174754.48 7248333460.03
Net profit
attributable to
shareholders of 645401996.29 810843682.32 777809789.85 766550513.78
the listed company
Net profit
attributable to
shareholders of
the listed company 596005077.10 699763314.41 727491996.89 705057870.64
after deducting
non-recurring
gains and losses
Net cash flow
generated by
operating 458453066.99 579944954.57 100436117.18 2097234548.10
activities
Notes to differences between quarterly data and disclosed periodic report data
□Applicable √Non-applicable
8 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
X. Non-recurring Gains and Losses Items and Amounts
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Non-recurring Gains and Amount in Note
Losses Items 2024 (if
Amount Amount
applicable) in 2023 in 2022
Gains and losses on disposal of
non-current assets including the
write-off of the reserves for asset -19860458.72 -8196144.37 -8160326.70
impairment
Government grants recognized in
profit or loss for the current
period except for government
grants that are closely related to
the Company's normal business
operations in compliance with 275800172.93 Section 10 154398450.86 62111199.70
national policies and in XI
accordance with defined criteria
and that have a continuous
impact on the Company's profit
or loss
Gains and losses arising from
changes in the fair value of
financial assets and financial
liabilities held by non-financial
enterprises and gains and losses
arising from the disposal of 39525563.52 5949475.57 10324869.65
financial assets and financial
liabilities except for effective
hedging business related to the
Company's normal operating
business
Capital occupancy fees charged
to non-financial enterprises
recognized as current profit or
loss
Gains and losses on entrusted
investment or asset management
Gains and losses on entrusted
investment or asset management
Gains and losses on entrusted
external loans
Losses on assets due to force
majeure factors such as natural
disasters
Reversal of provision for
impairment of receivables
individually tested for
impairment
Gain arising from the excess of
the cost of investment in
subsidiaries associates and joint
ventures over the fair value of 21901496.20
the investee's identifiable net
assets at the time of investment
9 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
acquisition
Net profit or loss of subsidiaries
for the period from the beginning
of the period to the date of
consolidation arising from a
business combination under the
same control
Gain or loss on exchange of
non-monetary assets
Gains or losses on debt
restructuring
One-time costs incurred by the
enterprise due to the fact that the
relevant business activities are
no longer continuing such as
expenditures for the relocation of
employees
One-time impact on current
profit or loss due to adjustments
in tax accounting and other laws
and regulations
One-time recognition of
share-based payment expenses
due to the cancellation or
modification of the share
incentive plan
For cash-settled share-based
payments gains or losses arising
from changes in the fair value of
employee compensation payable
after the feasible date of
entitlement
Gains or losses arising from
changes in the fair value of
investment properties
subsequently measured using the
fair value model
Gains or losses arising from
transactions where the
transaction price is significantly
less than fair value
Gains or losses arising from
contingencies not related to the
Company's normal business
operations
Custody fee income from
entrusted operations
Non-operating income and
expenses other than the above 696245.94 1538566.49 -9377752.06
Other gains and losses items that
fit the definition of non-recurring
gains and losses
Less：Impact of income tax 45731889.540 24244688.81 10896170.83
Amount of influence of
minority shareholders' equity 43407.13 -190142.07 -579840.70
(after tax)
10 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
Total 272287723.20 129635801.81 44581660.46
For the items recognized as material non-recurring profit and loss items and amount not listed in the
"Interpretive Announcement No. 1 on Information Disclosure of Companies Offering Securities to the
Public - Non-recurring Gains and Losses" and the non-recurring profit and loss items defined by the
company in accordance with the "Interpretive Announcement No. 1 on Information Disclosure of
Companies Offering Securities to the Public - Non-recurring Gains and Losses" and the non-recurring
gains and losses as enumerated in the "Interpretive Announcement No. 1 on Information Disclosure of
Companies Offering Securities to the Public - Non-recurring Gains and Losses" are defined as recurring
profit and loss items with the reasons stated.□Applicable√Non-applicable
XI. Items Measured by Fair Value
√Applicable □Non-applicable
Unit：Yuan Currency：RMB
Item Opening Balance Ending Balance Changes in Impact on CurrentCurrent Period Profit
Equity
instrument 872066.52 0.00 -872066.52 1084311.90
investments
Short-term
financial 300000000.00 1050000000.00 750000000.00 38441251.62
products
Receivables
Financing 1039933314.87 2659789309.01 1619855994.14 208778.83
Total 1340805381.39 3709789309.01 2368983927.62 39734342.35
XII. Other
□Applicable√Non-applicable
Section 3 Management Discussion and Analysis
Ⅰ. Discussion and Analysis of Operating Conditions
Throughout the reporting period the Company successfully navigated economic fluctuations and
industry challenges consistently enhancing its operational efficiency and business performance.Leveraging the advantages of its diverse product offerings in the intelligent electric vehicle sector along
with robust research and development capabilities and an innovative business model the Company
experienced significant growth in sales revenue and profit during the Reporting Period. Furthermore all
operational and management activities demonstrated positive progress as outlined below:
(1) Marketing and sales.
The innovative Tier0.5 business model adopted by the company has garnered widespread
acceptance and recognition from customers leading to a notable increase in the number of ancillary
products and their associated values. This model has enhanced the quality of QSTP products and
services offered to customers consistently generating value and achieving exemplary success in itscooperative approach. The company upholds a cooperation philosophy centered on “quick response andall-out cooperation” which has received high praise from strategic clients and presents significant
opportunities for future business expansion. Domestically the company has been strengthening its
partnerships with automotive enterprises such as Huawe-Seres Li Auto NIO Chery Great Wall
Xiaomi BYD Geely and Xiaopeng resulting in a continuous rise in the amount per vehicle.Internationally the company has initiated extensive collaborations in the new energy vehicle sector with
innovative American automotive firms like A-Customer and RIVIAN as well as established companies
such as FORD GM STELLANTIS BMW and MERCEDES-BENZ.
11 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
The strategy of product platformization is progressing steadily. Leveraging research and
development innovation alongside digital intelligence manufacturing capabilities the company's
competitiveness in interior functional parts lightweight chassis and thermal management continues to
enhance with sales revenue showing consistent growth. Orders for automotive electronic products are
beginning to materialize and projects such as air suspension cabin comfort actuator IBS and EPS are
gradually entering mass production particularly the air suspension project which is experiencing rapid
growth and establishing a solid foundation for the company's long-term development.The company has implemented an accelerated strategy for international market expansion. The
initial phase of the project in Mexico is now fully operational and preparations for the subsequent phase
are underway. Similarly the planning for the second phase of the facility in Poland is in progress which
will facilitate an increase in orders from Europe. Concurrently the company is actively developing its
presence in the Southeast Asian market with expedited planning and preparation for a production base
in Thailand. This initiative aims to enhance the international geographical distribution of the company
and establish a comprehensive overseas product line enabling a flexible response to the evolving
international trade landscape and mitigating risks. Additionally it seeks to broaden the international
customer base and expand the overseas automotive business while leveraging cost advantages to
improve economic efficiency.Furthermore the company has commenced the acquisition of Wuhu Changpeng Auto Parts Co. Ltd.with the objective of increasing its market share in interior products and solidifying its leadership
position within the industry. By utilizing its established operational and management expertise along
with robust vertical integration capabilities the company anticipates a significant boost in profitability
and the alleviation of supply chain capacity constraints for its customers.
(2) R&D and innovation.
During the reporting period the Company has continued to invest in R&D and allocate resources to
maintain its leading position in R&D. The R&D expenses for the year reached RMB 1224 million. As a
result of continuous R&D investment the Company has successfully mass-produced its air suspension
system cabin comfort actuator IBS EPS electric drive system and other projects. The product line is
expanding steadily.As a fundamental element with a significant technical threshold in the chassis suspension system
the ball joint plays a crucial role in the overall handling stability of the vehicle. Its intricate design must
endure high-intensity impacts under various complex operational conditions including steering and
braking. After two decades of dedicated research and development the company has successfully
conducted a range of rigorous tests and validations establishing itself as the first domestic supplier of
global control arms certified by clients. The company has independently developed forged aluminum
ball hinge control arm products that not only fulfill the stringent low-torque performance requirements
of customers but also demonstrate exceptional durability achieving zero failures in 6 million wear and
tear tests thus meeting the demanding technical standards set by clients.During the reporting period the company also achieved significant milestones in automotive
electronics. It became the first enterprise in China to achieve large-scale mass production and supply of
Closed Air Suspension (C-ECAS) resulting in a steady increase in new orders. The intelligent door
drive system developed by the company has been implemented in models such as the AITO M9
effectively reducing operational noise and significantly optimizing interior space thereby enhancing the
overall driving experience for users.Furthermore the Intelligent Brake System (IBS) has made notable advancements with several
projects entering mass production. The Hongqi NEV equipped with the advanced IBS braking system
achieved an impressive braking distance of 29.68 meters in a 100km braking distance test thanks to the
company's self-developed core components and the meticulous software algorithms crafted by a team of
hundreds of software engineers. To further enhance product competitiveness the company has initiated
the research and development of the IBS 2.0 version which aims to provide improved
cost-effectiveness.Regarding product quality and industry certifications the company's intelligent braking system
which features redundant braking units has successfully obtained ISO26262-ASIL D functional safety
certification ASPICE-LEVEL 2 certification and IATF16949 quality management system certification
and is in the process of achieving ISO26262-ASIL B functional safety certification. In the realm of
technology development and intellectual property the company holds 31 software copyrights along with
several invention and utility model patents.
(3) Setup of Electric Drive Division
12 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
With the swift advancement of science and technology the concept of embodied intelligence in
robotics is transitioning from a science fiction idea into a tangible reality emerging as a significant
catalyst for the transformation of various industries. In 2025 embodied intelligence in robotics was
officially included in the “Government Work Report” for the first time signifying its anticipated crucial
role in the future development of the industry. Robotics is a highly promising emerging industry in
today's society with applications in intelligent manufacturing medical care and services. It has the
potential to liberate labor and improve the quality of human life. Based on predictions from institutions
it is anticipated that robots will replace hundreds of millions of jobs worldwide in the future. The global
robotics industry has the potential to reach a capacity of up to one hundred trillion dollars indicating a
vast market space and exemplifying a new era of productivity. With the rapid advancement of AI and
other innovative technologies along with an aging population the robotics industry is experiencing a
period of rapid growth.The company has researched and developed the IBS project focusing on the intelligent brake
system. As a result they have acquired a profound technical expertise in various areas such as
machinery deceleration mechanism motor electric control and software. This has allowed them to
expand their business horizontally into other areas such as thermal management system intelligent
steering system air suspension system cabin comfort actuator and robotic electric actuator. Robotic
actuators which consist of linear actuators and rotary actuators are crucial components of robots. These
actuators need to meet specific technical requirements such as lightweight miniaturization and
low-power consumption in order to simulate human motions and achieve MDOF flexibility. However
attaining these goals requires overcoming numerous engineering design limitations and integrating
various components such as motors reduction mechanisms sensors encoders drives controllers and
communication systems. Consequently the structure and technology involved in robotic actuators are
complex and intense.The company's core strengths in the robot actuator business lie in several key areas. Firstly they
possess the capability to independently develop various types of motors including permanent magnet
servo motors and frameless motors. Secondly they have experience in integrating motors gearheads
and controllers. Thirdly they have precision machining capabilities. Lastly they have the ability to
synergize different research and development resources as well as testing resources. These core strengths
enhance the company's strong competitiveness in the field enabling them to secure a larger market
share.The company and the customer commenced their collaboration on the linear actuator leveraging
the company's extensive R&D experience in IBS which quickly garnered positive feedback from the
customer. Subsequently the development of rotary actuators was initiated followed by the creation of
dexterous hand motors and other related products. The company has repeatedly sent samples of its
electric drive actuators and rotary actuators for robots to customers which in turn gives it recognition
and praise. This has led to rapid progress in the project.To simulate human movement each robot requires numerous motion actuators each valued at tens
of thousands of RMB. The market potential for these actuators is immense. Recognizing the opportunity
in the robot industry the company has strategically decided to set up the Electric Drive Division. This
division will operate independently with its own management structure and a skilled professional team.Additionally the company will integrate various advantageous resources to create favorable conditions
for the division's rapid development.The setup of the Electric Drive Division reflects the company's dynamic adjustment and
implementation of its strategy. By leveraging advantageous resources and assembling a talented team
the company aims to focus on its core business and provide strategic protection for its development.While developing eight product lines for intelligent electric vehicles the company is capitalizing on
the rapid growth of the robot industry. It is prioritizing and expanding key products and core
technologies within the robot industry chain. This approach allows for synergistic development between
the business of intelligent automobile components and the business of robot components. Ultimately
this lays a solid foundation for the company's sustained rapid growth.
(4) Full-on enhancement of the R&D and manufacturing capacity of thermal management system
The company has comprehensively built up the R&D and manufacturing capacity of thermal
management system modules and components. We have developed various types of multi-way valves
electronic expansion valves electronic water pumps valve plates radiators gas-liquid separators and
other products.
13 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
The new generation of nine-way electronic water valve is the core component of thermal
management. Through innovative design and integration of intelligent diagnostic functions it realizes
the coupling and precise distribution of energy in multiple scenarios helping to increase the vehicle's
winter range by more than 20% while the system reduces costs by more than 30%. The company has
built an industry-leading electronic water valve product matrix (2-way to 9-way) which
comprehensively covers the diversified thermal management needs of new energy vehicles and provides
customers with cost-effective system solutions.Electronic Expansion Valve (EEV) is the core component of thermal management. The company
has completed a full range of product layout covering large medium and small caliber specifications.The flexible combination of coil and spool is realized through modular design which significantly
shortens the development cycle by more than 30% and reduces the comprehensive cost by about 25%.Now we have formed the three core technology advantages of “fast response precise regulation reliableperformance” offering efficient solutions for thermal management system.Relying on its strong R&D strength the company has successfully realized the self-research of the
core sub-components of the thermal management system version 2.0 module. This achievement not only
highlights the company's technological advantages in the field of thermal management but also brings
significant value enhancement to users through optimizing the system design:
1. Range upgrade: through intelligent regulation the system can increase the range by more than
20% under extreme working conditions such as winter which significantly improves the efficiency of
the vehicle.
2. Lightweight design: adopting new materials and structural optimization the system achieves an
overall weight reduction of 25% which reduces energy consumption and improves the handling
performance of the vehicle at the same time.
3. Intelligent control: The thermal management controller adopts integrated design can support
OTA remote upgrade and can adaptively adjust energy consumption according to different working
conditions providing users with a more convenient and efficient experience.
4. Enhanced reliability: By optimizing the system layout and reducing 30% of refrigerant and
coolant piping it effectively reduces the risk of leakage and improves the stability and reliability of the
system.
5. Quiet optimization: the use of advanced vibration isolation technology module vibration
isolation rate of more than 20dB significantly improving the vehicle's NVH performance creating a
quieter and more comfortable driving environment for users.Furthermore the latest generation of fully integrated modules and R290 refrigerant system modules
has achieved significant technical advancements. The company's expertise in thermal management
systems has now reached unprecedented levels enabling the provision of superior quality and more
comprehensive solutions to customers.In the realm of Digital Intelligent Manufacturing by effectively utilizing various system simulation
software alongside the company's extensive experience in automotive electronics the first electronic
heat pump production line was established within a mere four months earning customer approval in
areas such as automation visual inspection product traceability and quality control. Additionally the
company launched its inaugural fully automated digitalized flexible production line for electronic
expansion valves capable of producing a diverse range of electronic expansion valve products which
successfully delivered over 500000 units within the same year of operation. To further enhance
production capacity the company has established thermal management production facilities in Mexico
Poland and Thailand.
(5) Capacity landscaping.
Based on the recent directives from the company along with the anticipated increase in the
penetration of NEVs the company is persistently executing capacity layout and construction initiatives.Throughout the reporting period the development of Hangzhou Bay Phases VIII and IX along with
facilities in Jinan Henan and Mexico is advancing steadily.In the short run the investment and construction of these factories are expected to impose a certain
cost pressure. In the times of NEV rapid development even though car makers have some capacity
available the supply chain of parts has not yet kept up with the pace. In this concern the capacity boost
has been weighed and decided as appropriate with impressive forward-looking character.
(6) Cost control.
During the reporting period raw materials fluctuated drastically and labor costs increased
significantly. The Company scaled up purchasing ran technological innovation and performed strict
14 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
budget control in order to have cost under control. Thanks to these efforts the company consistently
advocates for cost reduction initiatives and efficiency improvements and enhances operational
performance.With new factories built every year the overhead and manufacturing expenses are higher in the
process of production ramp-up and trial production the average cost of a facory is around tens of
millions of yuan. As a new factory reaches the initial production capacity and comes at the break-even
point it would make a greater contribution to the group’s profit.Many research projects in process and a large number of technical talents led to rapid increase of
R&D expenses. The demand for capacity boost resulted in a sharp increase of capital expenditures and
higher ratios of depreciation and amortization. In future the volume production and sales growth are
expected to spread R&D cost capital expenditures and miscellaneous cost and there is more room for
gross margin.As the company has more projects in research and development and has brought in a large number
of technical talents the R&D expenses were elevated faster. In addition due to the company's capacity
expansion needs capital expenditures have risen sharply and depreciation and amortization ratio is high.In the future with the mass production of products and sales growth will be diluted R & D costs and
depreciation and amortization and other costs gross margin level has continued to improve the space.
(7) Manufacturing upgrade.
The Company proceeds digital factory implements MES management system enables effective
management in respect of quality control product traceability lean production equipment management
and promotes the interconnectivity between the company-wide data and customer data in order to build
an smart factory accredited with Industry 4.0.News factories leverage virtual simulation DFM to conduct full-scale simulations on quality
traceability automation visual inspection energy utilization carbon emissions to ensure the highest
level of product quality and cost and reduce the duration of volume production to the extent possible.
(8) Sustainable development.
The company's management places significant emphasis on the establishment of an ESG system
prioritizing the development of a sustainable management framework for ESG. To uphold its corporate
ESG responsibilities the company is committed to advancing green and low-carbon production practices
thereby fulfilling its social obligations related to energy conservation low carbon emissions and
environmental protection. The company has consistently expanded its photovoltaic installed capacity
resulting in a steady increase in annual power generation. In 2024 the newly installed photovoltaic
capacity is projected to be 14.45 MW bringing the total capacity to 142 MW with an annual power
generation capacity of 145160000 kWh which is expected to lead to a reduction of 144731 tons in
annual carbon dioxide emissions.The company will persist in its efforts to promote green development embedding the principles of
sustainable development throughout its operations actively taking a leadership role in technological
innovation and continuously implementing measures to lower carbon emissions with the ultimate aim
of achieving zero-carbon factories contributing to the goals of carbon peak and carbon neutrality.
(9) Refinancing.
The Company's refinancing initiative was finalized in January 2024 yielding net proceeds of
approximately RMB 3498 million. This issuance is expected to bolster the Company's financial stability
enabling it to capitalize on the burgeoning market for intelligent electric vehicles and to support the swift
advancement of various projects. In the first quarter of 2025 the Company executed the conversion and
redemption of convertible bonds in compliance with applicable regulations thereby further
strengthening its position and lowering the gearing ratio. As the Company's sales and profits experience
significant growth the net operating cash flow is anticipated to gradually meet and surpass capital
expenditures leading to a decrease in the need for external financing.II. Industry landscaping during the reporting period
In 2024 it is projected that worldwide sales of passenger cars will reach around 74.602 million
units reflecting a year-on-year increase of 2.5%. In China sales are expected to be approximately
27.535 million units marking a 5.9% rise compared to the previous year. Furthermore global sales of
new energy passenger vehicles are anticipated to be about 16.934 million units representing a
significant year-on-year growth of 24.4% which will constitute 22.7% of the total global sales. Within
this segment China's new energy passenger vehicle sales are estimated to be around 12.260 million units
15 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
showing a remarkable year-on-year increase of 36.6% and accounting for 44.5% of the domestic
market.III. Business operations engaged by the Company during the reporting period
1. Main operations
The Company specializes in the research and development production and sales of
auto parts. The main products include Automobile Vibration Control System Interior &
Exterior System Body Lightweight Products Cabin Comfort System Thermal
Management System Chassis System Air Suspension Intelligent Braking System. The
major customers it serves include international and domestic smart electric car makers and
traditional OEM car makers at home and abroad. Furthermore the creation of the Electric
Drive Division to venture into the embodied intelligent robotics sector represents a
significant strategic initiative for the company. This domain of embodied intelligent
robotics holds vast potential for development thereby broadening the robotics business and
establishing a new trajectory for growth within the company.In line with the business philosophy of creating value for customers the Company
adheres to R&D and innovation boosts global landscaping enhances overall
competitiveness and strives to be a more trusted partner for car makers.
2. Business process and operation pattern
IV. Analysis of core competitiveness during the reporting period
√Applicable □Non-applicable
In the course of 40 years after founding the Company has been consistently enhancing overall
competitiveness raised the competition threshold and shaped a moat.
1. Strength of product platform.
Keeping up with the trend of industry development the Company makes a prospective distribution
of NEVs track expands its product lines and forms a platform-based corporation. Now it owns 8
product lines: Automobile Vibration Control System Interior & Exterior System Body Lightweight
Products Cabin Comfort System Thermal Management System Chassis System Air Suspension
System Intelligent Braking System. The unit price of components per vehicle is about 30000 and there
is some room to expand the product line.
16 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
The company is also laying out products such as electric drive actuators for robots which holds a
significant potential for the multi-billion-dollar track of mankind's future offering broad development
prospects.The Company has a wide range of product lines which can provide customers with one-stop
system-grade and modularized products and services and some products are scarce and hardly
benchmarked in the global market of automobile parts. In the era of industrial transformation and
business model innovation labor collaboration with customers can in turn enhance customer satisfaction
and pave the way for getting bigger and stronger.The Company has a wide array of product lines such as suspension system IBS and EPS
impressive chassis tuning capabilities and requisite factors to integrate drive-by-wire chassis and
skateboard chassis. Drive-by-wire chassis is an essential condition to realize high-level auto piloting. In
contrast skateboard chassis can create a new car-making model featuring faster speed of making and
lower cost. With a proven ability to render further services to customers the Company is highly
responsive to the technology development trend of vehicle E/E control architecture and sub-domain
control and the creative car-making model that may appear.The product lines are briefly described here: 1. Vibration Control System comprising powertrain
mount support drive motor damper cylinder support torsional damper sub-frame support and
hydraulic bushing;2.Interior & Exterior System comprising automobile door panelroof main carpet
coat rack heat and sound insulation components luggage insulation components and exterior trim
products such as sealing strips and decorative strips; 3. Body Lightweight Products comprising
one-piece front and rear floor panels body structural part door structural part and battery pack
structural part; 4. Cabin Comfort System comprising rotary screen controller electric tailgate electric
sliding door and seat comfort system; 5. Thermal Management System comprising integrated heat
pump assembly multi-port valve electronic water pump and electronic expansion valve; 6. Chassis
System comprising front and rear sub-frames aluminum sub-frame control arms rods and steering
knuckles; 7. Air Suspension System comprising integrated air supply unit air suspension and height
sensor; 8. Intelligent Braking System comprising IBS EPS and power-adjustable steering columns.In the domain of robotics this encompasses linear actuators rotary actuators motors for dexterous
hands sensors structural components of the carapace foot shock absorbers and electronic flexible skin.
2.Strength of forward R&D and cross-domain capability building.
The enhancement of research and development (R&D) and innovation capabilities is essential for
becoming a world-class auto parts manufacturer. The company has consistently prioritized R&D and
innovation having pioneered the forward R&D development strategy in the industry two decades ago.With years of technological advancement the company now possesses the capability to synchronize
forward R&D across all product lines at a systemic level integrating materials machinery electronic
control and software. This has resulted in a significant portfolio of invention patents and other forms of
independent intellectual property. The company remains committed to investing in system development
talent acquisition and experimental capabilities with annual R&D expenditures averaging around 5% of
operating income. This ongoing investment enhances R&D competitiveness and supports the expansion
of the product line laying the groundwork for achieving technological excellence at Tuopu.The establishment of R&D centers in North America Europe Shenzhen and Ningbo enables the
company to better serve global clients and attract top-tier talent from both domestic and international
markets culminating in a research team of over 4000 individuals including nearly 200 with advanced
degrees.
17 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
By leveraging its proactive R&D philosophies and practices the company continuously develops
cross-domain capabilities and strengthens its competitive edge.
(1) The company has developed a comprehensive capability in materials machinery motors
solenoid valves and electronic hardware and software. Following years of research and development it
has evolved from basic material and mechanical R&D to encompass essential components such as
motors and solenoid valves ultimately achieving proficiency in electronic hardware and software
development. In the realm of materials the company initiated its efforts with fundamental research
focusing on the development of various lightweight eco-friendly interior materials high-performance
rubber formulations and lightweight alloy materials. It employs aging quenching and other heat
treatment processes to enhance material performance. For mechanical product design the company
utilizes a range of design software including finite element analysis and kinematics simulation tools to
create structural designs for various products and molds. Additionally it conducts electromagnetic field
analysis for core components like motors and solenoid valves ensuring their reliable operation across
diverse environments through rigorous testing of soft and hard magnetic materials as well as flow and
temperature field analysis. The development of electronic hardware and software adheres to ISO26262
and ASPICE standards employing V-type design methodologies and ALM software for project
management. The company has achieved ISO26262 certification for functional safety and ASPICE
process certification with numerous products receiving ASIL D functional safety certificates and
ASPICE Level 2 product certifications.
(2) Ongoing diversification of product offerings. Leveraging the company's robust research and
development capabilities it consistently broadens its product range establishing eight primary product
lines within the automotive parts sector with potential for further expansion. In the robotics sector the
company similarly continues to enhance its product offerings in alignment with its platform-based
product strategy.
(3) Additionally the company possesses comprehensive expertise in various manufacturing
technologies encompassing rubber injection molding multi-component fiber molding
hydroentanglement needle-punching fabric molding injection molding water cutting forging and
various casting techniques as well as stamping welding electrophoresis high-precision CNC
machining SMT assembly packaging testing end-of-line helium inspection and numerous automated
assembly processes.
(4) The organization has established a premier experimental center globally featuring advanced
four-wheel drum testing facilities an EMC laboratory and other state-of-the-art equipment. It possesses
testing and validation capabilities at the material product system and vehicle levels certified under the
ISO/IEC17025 standard by CNAS. Consequently numerous automotive manufacturers have entrusted
the organization with conducting vehicle-level experiments.
(5) Additionally the company boasts self-sufficient research and manufacturing capabilities for a
variety of molds and equipment. The molds that can be designed and produced in-house encompass
rubber injection molds plastic injection molds interior molding and plastic absorbing molds stamping
molds forging molds and various die-casting and sand casting molds. Furthermore the company has
developed and manufactured an array of production lines including IBS automated production lines
EPS automated production lines air suspension automated production lines and ball hinge automated
production lines thereby significantly enhancing its competitive edge.
3. Strength of customer group and business pattern.
18 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
By assuming the responsibility of delivering value to customers the company has garnered
significant recognition during its collaborative efforts leading to an increase in the popularity and
reputation of the Tuopu brand as well as enhanced customer loyalty. In the era of intelligent
electrification leveraging the core competencies developed through the company's QSTP it has forged
stable partnerships with both international and domestic innovative automotive firms as well as major
traditional OEMs.The company adopts a Tier0.5 cooperation model establishing strategic alliances with its clients.This innovative supply chain collaboration framework enhances efficiency and reduces costs for
automotive enterprises aligning with the current developmental demands of the automotive sector andpresenting a substantial competitive barrier. The company offers “quick response and all-outcooperation” services to its strategic partners which have been acknowledged and commended by
clients thereby establishing a foundation for achieving support cooperation at the level of millions of
vehicles.
4. Strength of plant layout and capacity.
The Company has set up manufacturing bases in Ningbo Chongqing Wuhan and other places
encircling major automobile industry clusters in China. To render better services to global customers the
Company has established manufacturing plants in the United States Brazil and Malaysia Poland
Mexico and Thailand. Under this plant layout the Company is able to render faster and more efficient
services to its customers and guarantee the business development on global platforms.The penetration rate of NEVs features by a rapid increase just as the industry participants
experience but the industrial chain capacity of NEVs is obviously insufficient global auto part makers
are under a heavy burden of transformation their investment willingness is weak and the investment
level and rate of home auto part makers are not enough. According to the company-specific capacity
requirement and future forecasts the Company is expected to build up capacity in order to maintain its
leading edge in production capacity technology and equipment.In addition the automobile industry requires a large-sum investment in the plant layout the
construction period is long and the complex equipment and process are involved so it can hardly be
replaced like the cellphone industry chain.
5. Strength of intelligent manufacturing.
Relying on the intelligent manufacturing strategy and pinpointing the goal of building a lighthouse
factory the Company enhances the digitalization of the factory and fabricates a smart factory.Leveraging DFM virtual simulation technology the Company simulates factory layout production
line design production process parameter control visual inspection takt time distribution and
warehousing energy saving and consumption reduction in the stage of product supplying and R&D
which in turn sharply reduces the duration of volume production improves quality and reduces cost.The Company has set up an equipment automation division to enhance the production automation
strengthens quality assurance capabilities increase the output per capita and prepares for benchmarking
the international level.The availability of production automation coupled with AI visual inspection AGV automatic
logistics intelligent warehousing and RFID barcode and traceability system is driven by AI big data
analysis and 5G to improve intelligent manufacturing capabilities ensure quality and reduce costs.
19 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
6. Strength of management.
Under the IATF16949 quality system and sticking to the intelligent management concept the
Company has established a specific management system with typical features through years of
innovation efforts.For management structure the division-based management structure is laid down for the group
which can relieve the stress of management highlight the business operations improve the efficiency of
operation and lead to relative competition; divisions are subject to the horizontal flat management with
sales activities standing in the core for market-oriented construction of the organization pool resources
and make quick response; under the pyramid organization business units enforce standard processes to
improve efficiency and reduce cost.For management system the Company has established a full set of standard processes management
systems and assessment indicators as directed by process information standardization and lean
production and is leveraging some information tools such as SAP PLM OA and MES to implement
exact processes bring digitalized operation into practice thereby improving management
decision-making efficiency and business performance.For incentive mechanism the organization establishes a career platform for its employees granting
them full autonomy encouraging experimentation and exhibiting a lenient attitude towards mistakes
while also addressing errors with courage. It promotes the exploration of new methods and ideas within
a supportive environment. The company implements internal training and a fair selection process for
personnel to ensure clear pathways for advancement aligning with its development strategy to create a
positive feedback loop between business growth and employee development.
7. Strength of talents.
The Company puts the screening and training of talents in priority. The post-doctoral workstation
within the Company solicits and recruits technical specialists globally. Adhering to the concept of
“recruiting and promoting members on their merits” and pursuing the spirit of “benchmarking againstthe best and striving on our own initiative” the Company is committed to building a competitive
management team. The Company has established an integrated specific and open financial indicator
system to transform officers from managers to operators and entrepreneurs.The Company encourages for the formation of a learning organization that is fully authorized and
forges a young and experienced international team specialized in sales R&D activities and production
who can pave the way for leapfrog development of the Company.
8. Strength of culture.The Company undertakes the mission statement of “making our customers employeesshareholders the community and partners satisfied and becomes a corporate citizen of excellence.Aligning with the business philosophy of serving the country with industrial achievements the
Company stands at the industry front gets immersed in R&D and innovation goes all out to solve
“bottlenecking” technical issues and contributions to the industry safety and development. Adhering to
the operation concept of legal compliance the Company undertakes social responsibility and is
committed to infusing positive energy into social development.The Company gives its employees an access to comfortable workplace equal interpersonal
relationships appealing salary and benefits and an extraordinary career development platform in order
20 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
to tap into the potentials of all employees. The Company has established partnerships with suppliers
respected the business philosophy of seeking equality and win-win results and driven the common
development of the supply chain.The Company prioritizes and safeguards the interests of its investors adheres rigorously to legal
and regulatory requirements including those related to information disclosure maintains an
investor-centric approach and consistently upholds the principles of "respecting protecting and
rewarding investors". Furthermore it remains committed to distributing dividends as a means of
rewarding investors amidst ongoing increases in capital expenditures.
9. Strength of equity structure.
The Company is run and operated by founder which in turn maintains the prudence of major
decisions values long-term benefits and development makes quick decisions and assures good
execution. The founder holds a higher percentage of shares keeps a clear equity structure and exercises
longstanding control on the Company from the top-level design in order to keep the Company running
steadily for a long time and have an ample potential for capital expansion. The members of the Board of
Directors led by the chairman demonstrate impressive experience have clear division of work keep a
low profile keep ambitious and energetic and use their best endeavors to drive the Company to the
forefront of the industry in the right way.
10. Strength of risk control.
The Company keeps the debt-to-equity ratio at low level and has an abundant cash flow. The
well-established financial system and the strict risk control system can in turn guarantee the
implementation of strategic plan and investment plan or allow it to seek mergers and expansion
whenever appropriate or reduce the risk exposure to business operation and maintain its long-term
investment value.V. Condition of main operations during the reporting period
During the reporting period the Company earned an operating income of RMB 26.6 billion an
increase of 35.02% over the previous period; total profit was RMB 3.421 billion an increase of 38.95%
over the previous period; the net profit attributable to shareholders of the listed company was RMB
3.001 billion an increase of 39.52% over the previous period.
In accordance with accounting standards the Company initially and subsequently measured the
convertible bonds held at amortized cost and recognized finance costs of RMB 89545000 and actual
interest expenses payable of RMB 12368600 for the reporting period which after deducting the effect
of corporate income tax reduced the profit of the period by RMB 65599900.Throughout the reporting period the Company generated a net cash flow of RMB 3.236 billion
from operating activities. Additionally there was a cash outflow of RMB 7.646 billion from investing
activities with RMB 3.146 billion allocated towards the purchase and construction of fixed assets and
other long-term assets. This strategic allocation aimed to adequately prepare the Company for the rapid
growth of the new energy automobile market and enhance its competitive barriers.As of the end of this report the Company's total assets reached RMB 37.544 billion reflecting an
22.02% increase compared to the previous year-end. Furthermore total liabilities amounted to RMB
17.961 billion indicating a 5.93% increase compared to the end of last year. The asset-liability ratio
stood at 47.84% while the owner's equity attributable to the parent company amounted to RMB 19.550
billion representing a 41.83% increase compared to the end of last year.
21 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
(1) Analysis of main business operations
1. Analysis of changes in related items in the income statement and cash flow statement
Unit：Yuan Currency：RMB
Subject Amount in the current Amount in previous Change as
period period percentage (%)
Operating income 26600328450.94 19700560430.00 35.02
Operating cost 21066746134.44 15189359712.02 38.69
Cost of sales 274039830.25 232582825.17 17.82
Overhead expenses 620867938.38 543720741.04 14.19
Financial expenses 165684128.98 85748537.01 93.22
R&D cost 1224242543.46 986403005.39 24.11
Net cash flow from operating 3236068686.84 3365629276.74 -3.85
activities
Net cash flows from investing -3727762109.68 -3410258600.39 NA
activities
Net cash flow from financing 2187197505.72 -71428358.13 NA
activities
Note to the reason for changes in operating income: attributed to large volume of orders placed by
domestic and foreign valued customers solicited by the Company in the current period
Note to the reason for changes in operating cost:attributed to an increase of operating income in the
current period over the previous period
Note to the reason for changes in cost of sales:attributed to an increase in sales service fees and business
entertainment expenses in the current period
Note to the reason for changes in overhead expenses:attributed to an increase of the number of
management staff salary paid to them and depreciation and amortization in the current period
Note to the reason for changes in financial expenses:attributed to a decrease in exchange gains in the
current period
Note to the reason for changes in R&D expenses:attributed to a continuous intensification of R&D and
innovation efforts and of R&D investments in the current period
Note to the reason for changes in net cash flow from operating activities:attributed to the increase in
bank acceptances received during the period
Note to the reason for changes in net cash flows from investment activities: mainly attributable to the
increase in the purchase of structured deposits during the period
Note to the reason for the change in net cash flow from financing activities: mainly attributed to the
issuance of new shares during the period
Particulars of major changes in the business type profit composition or source of profit of the Company
during the current period
□Applicable√Non-applicable
2. Analysis of revenue and cost
√Applicable □Non-applicable
The revenue and cost of the Company in 2024 can be summarized as:
(1). Condition of main business operations by industry product region and selling pattern
Unit:Yuan Currency:RMB
Main business operations by industry
Gro Increase/Decr Increase/Decr Increase/Decr
Operating Operating ss ease of ease of ease of grossBy industry income cost prof operating operating profit rateit income over cost over the over the
rate the previous previous year previous year
22 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
(%) year (%) (%) (%)
Autom 2501181620 2015341103 19.4
obile parts 6.41 6.89 2 33.55 37.64
Decrease by
2.40%
Main business operations by product
Gro Increase/Decr Increase/Decr Increase/Decr
ss ease of ease of ease of gross
By industry Operating Operating prof operating operating profit rateincome cost it income over cost over the over the
rate the previous previous year previous year
(%) year (%) (%) (%)
Vibrati
on control 4402383937 3473522334 21.1.42 .82 0 2.40 6.42
Decrease by
parts 2.98%
Trimming 8433566585 6905404319 18.1 28.24 31.11 Decrease bysystem .15 .92 2 1.79%
Chassis 8202682256 6527694539 20.4
System .25 .52 2 33.98 38.55
Decrease by
2.62%
Mechatronic 1820105263 1466640821 19.4
system .90 .65 2 907.63 935.95
Decrease by
2.20%
Thermal
management 2139650790 1773556540 17.1 Decrease by
system .86 .54 1
38.2440.981.61%
Electiv
e drive 13427372.83 6592480.44 50.9 624.11 1796.10 Decrease by
system 0 30.35%
Main business operations by region
Gro Increase/Decr Increase/Decr Increase/Decr
ss ease of ease of ease of gross
By region Operating Operating prof operating operating profit rateincome cost it income over cost over the over the
rate the previous previous year previous year
(%) year (%) (%) (%)
Domestic 1879727485 1530793314 18.5
5.335.45645.1049.72
Decrease by
2.51%
Overseas 6214541351 4845477891 22.0.08.4437.659.68
Decrease by
1.44%
Condition of main business operations by selling pattern
Gro Increase/Decr Increase/Decr Increase/Decr
ss ease of ease of ease of gross
Selling Operating Operating prof operating operating profit rate
pattern income cost it income over cost over the over the
rate the previous previous year previous year
(%) year (%) (%) (%)
Direct 2501181620 2015341103 19.4 33.55 37.64 Decrease byselling 6.41 6.89 2 2.40%
(2). Analysis of production output and quantity sold
√Applicable □Non-applicable
Increase/Decre Increase/Decre
Producti Quantity ase of
Increase/Decre ase of
Main Unit on Quanti of production
ase of quantity inventories
product output ty sold inventori output over
sold over the
es the previous previous
over the
previous
year (%) year(%) year(%)
Vibration In 952.30 932.71 233.96 2.66 1.75 9.14
23 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
control 1000
parts 0 sets
Trimming In
system 1000 959.52 952.95 18.55 22.14 21.14 54.86
0 sets
Chassis In
System 1000 743.71 729.13 60.13 31.44 30.41 32.01
0 sets
Mechatro In
nic 1000 49.40 48.02 7.80 -26.01 -26.10 21.48
system 0 sets
Thermal In
managem 1000
ent 0 sets 90.81 88.42 7.82 42.56 42.82 44.01
system
Electric In
drive 1000 0.02 0.02 0.00 NA NA NA
system 0 sets
Note: During the reporting period the product structure of the automotive electronics segment changed
significantly. Unlike previous years when electronic vacuum pumps were the core products the product
matrix has been upgraded at this stage to be dominated by high value-added products such as air
suspension power adjustable steering columns intelligent door control systems and rotary screen
controllers. The number of products has been reduced and the overall total value of products has
increased significantly with a substantial increase in the average unit price.
(3) Performance condition of major purchase and sales contracts
□Applicable √Non-applicable
(4). Cost analysis
Unit：Yuan
Summary by industry
Change
As a in the
percenta As a amount
ge of percenta in the
total ge of currentBy Cost Amount in the Amount in period Rema
industry breakdown current period cost inthe previous year
total
cost in as a rk
current previous percenta
period year ge of
(%) previousperiod
(%)
Automobi Direct cost 1597504701 1133795250
le parts of material 1.03 79.27 8.94 77.57 40.90
Automobi Direct cost
le parts of labor 1225578994. 6.08 932656152.811 7 6.38 31.41service
Automobi Manufactur
le parts ing 2952785031. 14.65 2345509604.expenses 75 09
16.0525.89
Summary by product
By Constructio Amount in the As a Amount in As a Change Rema
product n of cost current period percenta previous year percenta in the rk
24 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
ge of ge of amount
total total in the
cost in cost in current
the previous period
current year as a
period percenta
(%) ge of
previous
period
(%)
Vibration Direct cost
control of material 2608999802. 2401209569.46 12.95 29 16.43 8.65parts
Vibration Direct cost
control of labor 259218875.1 1.29 275227808.8 1.88 -5.82
parts service 4 4
Vibration Manufactur
control ing 605303657.2 3.00 579784837.7 3.97 4.40
parts expenses 2 4
Trimming Direct cost 5531576323. 27.45 4099137227.system of material 20 19 28.05 34.94
Trimming Direct cost
system of labor 360113293.1 1.79 284105131.19 0 1.94 26.75service
Trimming Manufactur
system ing 1013714703. 5.02 879694369.5 6.02 15.23
expenses 53 9
Chassis Direct cost 5049571196.System of material 95 25.05
3618234791.
2024.7539.56
Chassis Direct cost
System of labor 438843500.7 329987910.71 2.18 4 2.26 32.99service
Chassis Manufactur
System ing 1039279841. 5.15 752216973.7
expenses 86 8
5.1438.16
Mechatro Direct cost
nic of material 1294458863. 6.42 122595279.769 6 0.84 955.88system
Mechatro Direct cost
nic of labor 90095210.56 0.45 10277989.42 0.07 776.58
system service
Mechatro Manufactur
nic ing 82086747.40 0.41 8239703.58 0.06 896.23
system expenses
Thermal Direct cost
managem of material 1486415404. 1096570837.ent Direct cost 41 7.38 90 7.50 35.55
system of material
Thermal Direct cost
managem of labor
ent service 76171568.15 0.38 32966773.25 0.23 131.06
system
Thermal Manufactur
managem ing 210969567.9
ent expenses 8 1.04
125521376.0
80.8668.07
system
25 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
Electric Direct cost
drive of material 4025420.32 0.02 204803.60 - 1865.50
system
Electric Direct cost
drive of labor 1136546.36 0.01 90539.52 - 1155.30
system service
Electric Manufactur
drive ing 1430513.76 0.01 52343.32 - 2632.94
system expenses
(5).Changes in the scope of consolidation due to changes in the equity of major subsidiaries
during the reporting period
□Applicable√Non-applicable
(6).Significant changes or adjustments to business operations products or services during the
reporting period
□Applicable√Non-applicable
(7). Main customers and main suppliers
A. Condition of main customers
□Applicable√Non-applicable
The sales amount from the top five customers is RMB 17845.3207 million in 67.09% of the annual
sales amount; in which the sales amount from the related parties of the top five customers is 0 in 0% of
the annual sales amount.During the reporting period the sales to a single customer accounts for 50% of total sales amount there
are circumstances in which the Company solicits new customers or heavily relies on a few customers out
of the Top 5 customers.□Applicable√Non-applicable
B. Condition of main suppliers
□Applicable√Non-applicable
The purchase amount from the top five suppliers is RMB 3645.8539 million in 22.60% of the annual
purchase amount; in which the purchase amount from the related parties of the top five suppliers is 0 in
0% of the annual purchase amount.
During the reporting period the purchase from a single supplier accounts for 50% of total purchase
amount there are are circumstances in which the Company solicits new suppliers or heavily relies on a
few supplies out of the Top 5 suppliers.□Applicable√Non-applicable
3. Expenses
□Applicable√Non-applicable
Unit:Yuan
Subject 2024 2023 Change Reason for Change
as
Percentage
(%)
Attributed to an increase in
sales service fees and
Cost of sales 274039830.25 232582825.17 17.82 business entertainment
expenses in the current
period
26 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
Attributed to an increase of
the number of management
Overhead
expenses 620867938.38 543720741.04 14.19
staff salary paid to them
and depreciation and
amortization in the current
period
Financial Attributed to a decrease in
expenses 165684128.98 85748537.01 93.22 exchange gains in thecurrent period
Attributed to the further
R&D cost 1224242543.46 986403005.39 24.11 extent of R&D innovationand the increase in R&D
cost in the current period
4. R&D investment
(1). Particulars of R&D investment
√Applicable □Non-applicable
Unit：Yuan
Expendable R&D investment in the 1224242543.46
current period
Capitalized R&D investment in the 0.00
current period
Total R&D investment 1224242543.46
Total R&D investment as a percentage of 4.60
operating income (%)
Number of R&D members in the 0.00
Company
(2) List of R&D specialists
√Applicable □Non-applicable
Number of R&D specialists 4159
R&D specialists as a percentage of total staff members (%) 18.32
Educational level of R&D specialists
Kind of educational level Number of specialists by academicdegrees
Holders of doctoral degree 7
Holders of master degree 187
Holders of bachelor degree 1923
Holders of college degree 2042
Holders of high school degree or below
Age group of R&D specialists
Kind of age group Number of specialists by age group
Below 30 (excluding 30) 1493
30-40 (including 30 excluding 40) 1748
40-50 (including 40 excluding 50) 838
50-60 (including 50 excluding 60) 80
60 and above
(3). Particulars
□Applicable √Non-applicable
27 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
(4) Reasons for major changes in the structure of R&D specialists and the impact on the future
development of the Company
□Applicable √Non-applicable
5. Cash flow
□Applicable √Non-applicable
Subject 2024 2023 Change as Reason for
percentage (%) change
Mainly
attributable to
Net cash flow the increase in
from operating 3236068686.84 3365629276.74 -3.85 bank
activities acceptances
received during
the period
Mainly as a
result of the
Net cash flow increase in the
from investing -3727762109.68 -3410258600.39 NA purchase of
activities structured
deposits during
the period
Mainly as a
Net cash flow result of the
from financing 2187197505.72 -71428358.13 NA issuance of new
activities shares during the
period
(2) Explanation of major changes in profits caused by operations other than main operations
□Applicable √Non-applicable
28 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
(3) Analysis of assets and liabilities
√Applicable □Non-applicable
1.Assets and liabilities
Unit：Yuan
（%）
Change in
Amount at （%） the amount
the end of Amount at at the end of
Amount at the end of the current
the end of the current
Item period as a Amount at the end previous period as athe current period percentage of previous period period as a percentage
Remark
of total percentage of the
assets (%) of total amount atassets the end of
previous
period (%)
Cash and cash
equivalents 3987765850.28 10.62 2855366991.27 9.28 39.66
Mainly attributed to the receipt of proceeds
from the private offering during the period
Mainly attributed to the increase in the amount
Trading financial assets 1050000000.00 2.80 300872066.52 0.98 248.99 of financial products purchased during the
period.Mainly attributed to the reclassification of the
Notes receivable 24667150.00 0.07 554030607.88 1.80 -95.55 purpose of holding notes receivable to
“receivables financing” during the period.Receivables financing Mainly attributed to the reclassification of the
2659789309.01 7.08 1039933314.87 3.38 155.77 purpose of holding notes receivable to this
account.Prepayments 167363593.66 0.45 116414223.74 0.38 43.77 Mainly attributed to the increase ofprepayment for materials during the period.Long-term equity Mainly attributed to the decrease in long-term
investments 96732684.19 0.26 139641447.46 0.45 -30.73 equity investments accounted for under the
equity method as a result of the change from
29 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
the acquisition of joint ventures to
wholly-owned subsidiaries during the period.Mainly attributed to the increase in the
Right-of-use Assets 534259860.28 1.42 340623222.02 1.11 56.85 recognition of right-of-use assets in accordancewith the “New Leasing Standards” during the
period.Non-current liabilities Mainly attributed to reclassification of
due within one year 2004964391.44 5.34 1290220025.19 4.19 55.40 long-term loans due within one year to thisaccount.Long-term borrowings 1448871389.82 3.86 2506123957.26 8.14 -42.19 Mainly attributed to the decrease in long-termloans during the period
Mainly attributed to the increase in lease
Lease liabilities 486054607.63 1.29 298078535.61 0.97 63.06 liabilities recognized in accordance with the
“New Leasing Standards” during the period.
30 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
2. Overseas assets
Applicable □Non-applicable
(1) Scale of assets
Including: overseas assets RMB 3068333151.39 (Unit: Yuan Currency: RMB) in 8.17% of total
assets.
(2) Explanation for the reason why overseas assets account for a higher percentage
Applicable □Non-applicable
3. Major asset restrictions as of the end of the reporting period
Applicable □Non-applicable
Unit：Yuan
Item Book balance at the end Book value at the end of Reason for restricted
of the period the period use
Monetary Funds 45499260.99 45499260.99 Security deposit
Notes receivable 18160355.02 17252337.27 Pledge
Receivable financing 1315399958.40 1315399958.40 Pledge
Fixed assets 913115117.42 586524641.09 Mortgage
Intangible Assets 202898354.01 157092497.82 Mortgage
Investment real estate 24529646.86 7829710.33 Mortgage
Total 2519602692.70 2129598405.90
4. Other Notes
□Applicable √Non-applicable
(4) Analysis of industry operational information
□Applicable √Non-applicable
31 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Analysis of Operational Information in Automobile Manufacturing Industry
1. Production capacity
□Applicable √Non-applicable
2. Production output and quantity sold of vehicles
□Applicable √Non-applicable
3. Production output and quantity sold of automobile parts
□Applicable √Non-applicable
4. NEVs
□Applicable √Non-applicable
5. Automobile financing
□Applicable √Non-applicable
6. Other Notes
□Applicable √Non-applicable
32 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
(5) Investment condition
Overall analysis of external equity investments
□Applicable √Non-applicable
1. Significant equity investment
□Applicable √Non-applicable
2.Significant non-equity investment
□Applicable √Non-applicable
ⅰ.Condition of purchased land
On 28 February 2023 Xi’an Tuopu Automobile Parts Co. Ltd. a wholly-owned subsidiary won the bid for the right to use a parcel of state-owned construction
land in Xi’an for a consideration of RMB 33.87 million the area of this parcel is about 120 mu.ⅱ.Updates of investments
Date of ReferenceNO. Signing number of Title of announcement Main content Update of eventannouncement
1 December 2021-086 Tuopu Group’s The Company and the People's Government of Shapingba District Put into operation.
2021 Announcement on the Chongqing signed the “Project Cooperation Agreement for TuopuInvestment Intent NEV Chassis lightweight System - Interior Trim Sound InsulationAgreement Signed with System Production Base” with an intent of investing RMB 1.5
Chongqing billion in Shapingba District to construct the production base for
NEV product lines by phase.
2 August 2022 2022-072 Tuopu Group’s The Company and the Administration Committee of Xinqiao Put into operation.
Announcement on the International Industrial Park Shouxian County Anhui signed the
Investment Intent "Project Agreement" with the intent of investing RMB 2.5 billion to
Agreement Signed with build a NEV critical parts production base in phases in Xinqiao
Shouxian County International Industrial Park Shouxian County.Anhui
3 September 2022-079 Tuopu Group’s The Company and the Administration Committee of Xi’an Late phase of
2022 Announcement on the Economic and Technological Development Zone signed the “Auto equipment test run andInvestment Intent Parts Production Project Landing Agreement” with the intent of prepared for
Agreement Signed with investing about RMB 3 billion to build a NEV critical parts commissioning.Xi’an production base in Xi’an Economic and Technological Development
Zone.
33 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
4 September 2022-081 Tuopu Group’s The Company establishes a new wholly-owned subsidiary TUOPU Project continues to
2022 Announcement on New GROUP MEXICOS.de R.L. de C.V in Mexico and plans to progress.
Establishment of a purchase industrial land in Mexico to build a production base for
Wholly-owned NEV auto parts.Subsidiary in Mexico
5 September 2022-082 Tuopu Group’s The Company and the Administration Committee of Changxing Put into operation.
2022 Announcement on the Economic and Technological Development Zone Huzhou signed the
Investment Intent “Investment Agreement” with the intent of investing about RMB 2
Agreement Signed with billion to build a NEV critical parts production base in Changxing
Changxing Huzhou Economic and Technological Development Zone.
6 January 2024 2024-004 Announcement of The Company has signed the Investment Agreement on the Project In progress.
Tuopu Group on the of R&D and Production Base for Robot Electric Drive System with
Signing of Investment the Management Committee of Ningbo Economic and Technological
Agreement on the Development Zone.. The company intends to invest RMB 5 billion
Project of R&D and planning land of 300 mu in Ningbo Economic and Technological
Production Base for Development Zone to build a robot core components production
Robot Electric Drive base.System
3. Financial assets measured at fair value
□Applicable √Non-applicable
Unit: yuan Currency: RMB
Gain/loss on Cumulative
Asset Amount at fair value fair value
Impairment
provided Amounts mountsbeginning of changes changes purchased during sold/redeemed A Other Amount at end ofcategory period during the included in during the the period during the period changes period
period equity period
Equity
instruments 872066.52 1018222.92 1956378.42 66088.98 -
Short-term
financial 300000000.00 4495000000.00 3745000000.00 1050000000.00
products
Receivables 1039933314.87 9368403349.90 7748756134.59 208778.83 2659789309.01
34 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
financing
Total 1340805381.39 1018222.92 - - 13863403349.90 11495712513.01 274867.81 3709789309.01
Securities Investment
□Applicable √Non-applicable
Securities investment
□Applicable √Non-applicable
PE fund investment
□Applicable √Non-applicable
Derivatives investment
□Applicable √Non-applicable
35 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
4. Updates on major asset reorganization and consolidation during the reporting period
□Applicable √Non-applicable
(6) Disposal of major assets and equity
□Applicable √Non-applicable
36 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
(7) Analysis of major controlling and participating companies
√Applicable □Non-applicable
Unit：in 10000 Yuan
Company name Registered capital Total assets in the Total liabilities in Total net assets in Operating income in Net profit in thereporting period the reporting period the reporting period the reporting period current period
NINGBO TUOPU 250000.00 710559.99 207840.91 502719.07 515474.27 65867.01
AUTOMOBILE
ELECTRONICS
CO.LTD.TUOPU ELECTRIC 401380.00 526354.07 99907.40 426446.67 400525.65 22158.85
VEHICLE
THERMAL
MANAGEMENT
SYSTEM (NINGBO)
CO.LTD.NINGBO TUOPU 20000.00 106454.81 36478.79 69976.02 404088.62 19367.48
IMP.& EXP. CORP.NINGBO TUOPU 20000.00 141457.46 115649.00 25808.46 1200761.33 6467.79
AUTOMOBILE
PARTS CO.LTD.NINGBO TUOPU 20000.00 106304.81 79097.76 27207.05 864278.18 1835.13
VIBRO-ACOUSTICS
TECHNOLOGY
CO.LTD.ZHEJIANG TOWIN 18000.00 59002.16 8785.34 50216.83 30623.51 1446.26
AUTOMOBILE
PARTS CO.LTD.SUINING TUOPU 15000.00 48607.50 11462.07 37145.43 61950.25 7738.29
AUTOMOBILE
CHASSIS SYSTEM
CO.LTD.TUOPU POLAND 1800.00 17183.24 6216.80 10966.45 100792.74 6072.16
CO.LTD.NINGBO TUOPU 51490.00 115920.15 40112.66 75807.49 181113.86 14309.32
37 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
CHASSIS SYSTEM
CO.LTD.HUNAN TUOPU 72259.00 124725.17 32965.69 91759.47 145895.58 16366.88
TUOPU 239201.00 287671.62 59939.77 227731.85 148534.82 -2469.09
SKATEBOARDCHASSIS（NINGBO)CO. LTD.TUOPU NORTH 5.00 5885.38 6275.35 -389.97 122327.41 23.27
AMERICA LIMITED
TUOPU 5000.00 33656.32 14282.13 19374.19 44109.79 9539.44
ELECTRICAL
APPLIANCES
NINGBO BORGERS 250000.00 710559.99 207840.91 502719.07 515474.27 65867.01
38 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
(8) Structured entities controlled by the Company
□Applicable √Non-applicable
Ⅵ. Discussion and Analysis on the Future Development of the Company
(1) Industry structure and trend
□Applicable √Non-applicable
The automobile industry is placed in the situation of drastic change and far-reaching
changes are taking place in respect of industry technology business model marketing
model profit model and supply chain model.
1. A general consensus as to the revolutionary trend of "electrifying intelligence and
networking" in the automotive industry has been reached across the globe.And global car
makers are working towards this trend.
2. Technology-intensive companies make cars with innovative companies across
borders stirring up a new trend in the automotive industry. Great innovators like Tesla
who are making cars from the point of consumers as if they were users have made great
success. The past industrial OEM pattern has been broken down it is time for car makers to
pinpoint a new identity and rebuild core competitiveness.
3. China is expected to get an upper hand in the electrification tide. The strategy of
swapping market share for technology leads to success in high-speed rail and electrical
appliance but not in traditional vehicles. Now there are some opportunities for NEVs due
to the following reasons:
First the Chinese government has been consistently promoting electrification; second
the entrepreneurship and dividend of engineers are now prevailing in China; third China
has technological accumulation and progress in respect of 5G big data artificial
intelligence and auto piloting. If a new round of cutting-edge technologies can be applied
to the automotive industry the technological monopoly of EU US and Japanese old-brand
car makers will be broken down Chinese car makers will stand on the same starting line
with global leaders and are expected to get an upper hand in the new round of competition.The year of 2025 marks the beginning of a new era for China's domestic automobile
manufacturers to expand their reach globally.
4. A revolution is projected for China's auto parts industry which will turn the past
scenario of technology hollowing small scale and lack of R&D and innovation. Some auto
parts giants with global competitiveness are expected to stand out of China’s auto parts
industry.
(2) Development strategy
√Applicable □Non-applicable
39 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
Amid the great revolution of the automotive industry the Company is determined to be a
technology-intensive large platform supplier with extensive industrial landscape intensive product
technology impressive R&D capabilities and a broad range of customer groups establish Tier 0.5
cooperation with customers lead the revolution of the relations between car makers and auto parts
suppliers achieve technological excellence at Tuopu strive to be a one-hundred-billion-level giant in
China’s auto parts industry and a world-class auto parts supplier empower the development of NEV
industry and contribute to attaining the goal of “Carbon Peaking and Carbon Neutrality”.The swift advancement of state-of-the-art technology globally has accelerated the growth of AI
with intelligent electric vehicles and robotics emerging as significant sectors poised to transform human
existence offering extensive market potential. The company operates within the intelligent electric
vehicle and robotics sector which boasts a market capacity in the trillions of dollars indicating
substantial opportunities for market expansion. This industry is characterized by a lengthy business life
cycle high technological demands and significant capital investment necessitating a reconfiguration of
the existing competitive landscape thereby presenting the company with a unique historical opportunity
for transformative growth.
1. Platform strategy. Now the Company owns 8 product lines: Automobile Vibration Control
SystemInterior & Exterior SystemChasiss Lightweight SystemCabin Comfort SystemThermal
Management SystemChassis SystemAir Suspension SystemIntelligent Braking System. The unit price
of components per vehicle is about RMB 30000 and these product lines are accessible to enormous
potentials of expansion. The Company is also developing robot motion actuators as it identifies an
enormous market potential.
2. Technology strategy. The Company adheres to R&D and innovation enhances its R&D
capabilities of mechanics electronic control software and chassis tuning increases the
technology-intensive level of products addresses the industry-wide “bottlenecking” technical issue and
make own contribution to the industrial development.
3. Intelligent manufacturing strategy. The Company is intensifying the efforts to implement the
digital factory strategy improving the quality control level process capability automation and value
stream analysis capability through virtual simulation and endeavoring to change the international
impression on “Made in China”.Its geographical location in Qianwan New Area Industrial Park witnesses the rise of “Wisdom inChina”. First many product types essentially covering all product lines; second a wide range of
processes including stamping forging HP die casting LP casting differential pressure casting
extrusion casting injection molding die pressing precision machining welding painting assembling;
third with state-of-the-art equipment many sorts of domestic advanced equipment and automated
production lines are densely distributed; fourth access to leading manufacturing management practice a
wide array of advanced manufacturing and management tools such as AGVs and digital Kanban are put
into efficient use; fifth with products tailored for international and domestic markets. Despite with the
sharp rise of tariffs and international freight rates the international competitiveness of “Made in China”
are highlighted. With sufficient orders busy production activities and trucks coming in and out take on a
thriving image leaving an impression of the rise of China as a great power and the national industry
upgrade.
40 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
4. T0.5 grade market strategy. Capitalizing on the composite strengths of platform-based enterprise
product line R&D and QSTP (quality service technology cost) the Company strives to build a new
Tier0.5 business pattern and increase the amount of components per vehicle.
5. Globalization Strategy: In response to evolving market conditions we will persist in advancing
our globalization strategy with plans to establish a comprehensive product and factory layout across all
major economic regions worldwide.
6. Acquisition and Merger Strategy: The company pursues a growth strategy that combines internal
development with mergers and acquisitions remaining open to any value-enhancing opportunities in this
area while fostering internal entrepreneurship. Particularly post-2025 as some companies may face
operational challenges due to sluggish transformations we anticipate potential merger and acquisition
opportunities that will enable us to sustain rapid expansion.
(3)Business plan
√Applicable □Non-applicable
In 2025 the Company is anticipated to exploit the market speed up the mass production project
improve the management level control cost drive the rapid development and prepare for attaining the
medium-term strategic goal in alignment with the predefined strategy.
1. Sales and market.
Relying on the composite advantages of the platform-based enterprise and adhering to Tier0.5
cooperation the Company broadens the sphere of strategic cooperation and drives on the synchronized
development lane in reliance of coordinated product lines.Currently the global automotive industry is undergoing a transformation presenting new
opportunities. The company will persist in its efforts to develop the international market this year. In
light of the trend of domestic automotive companies expanding internationally the company will further
broaden its related business activities. Within the domestic market the company will continue to
enhance its business scope with key clients and strive to increase the volume of individual vehicle sales.
2. New project development.
R&D efforts will be intensified to bring all product lines and projects into reality. In this year
automotive electronic products qualified for experimental verifications and road tests and drove to the
harvesting stage of volume production across the board along with the expansion of our product
categories.
3. Capacity landscaping.
This year we aim to finalize the construction of the Phase 9 and Phase 10 factories in Qianwan
New Area and initiate the robotics industrial base project which spans approximately 150 mu
At present the adoption rate of electric vehicles in North America and Europe remains low.Foreign automotive manufacturers are hastening their shift towards new energy solutions while
international parts and components suppliers exhibit a limited willingness to invest in this transition.Consequently the pace of change is sluggish and fails to meet the pressing demands of automotive
companies for new energy transformation. This situation has created significant market opportunities
internationally particularly as the company experiences a notable increase in new orders. In light of the
evolving global landscape the company is proactively strategizing and optimizing its global industrial
footprint.The initial phase of the Thailand facility spans 185 mu and is anticipated to commence production
in early 2026. Additionally planning for the second phase of the project in Mexico is underway and the
plant in Poland is preparing to expand its capacity to further enhance production capabilities.To attain the profitability of international expansion the Company has performed the following
analyses and preparations: on the one hand the resources of NEV auto parts in the current international
market are scarce which means reasonable prices can be guaranteed. On the other hand the Company
has prepared well for: (1) making the facilities more automated increasing the output per capita
reducing labor forces and relieving managmenet pressure; (2) forming an expedition team engaging
41 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
experienced management process and some technical specialists in the project implementation making
sure that the project will be put into operation on schedule and designated quality; (3) integrating the
industrial chain to address the short supply of production materials in the international market; (4)
linking and integrating management information systems for the sake of controlled and compliant
activities.
4. Cost control. Efforts will be made to promote the budget control system and lean production
system for cost cut-down.Specific management will be available for new factories to put production into
operation and transit from loss to profit as soon as practicable.
5. Intelligent manufacturing. Efforts will be continued to boost the construction of digital
benchmark factories. And the full-scale volume production of automotive electronics will be realized.In addition other works undertaken by the Company including quality control lean production
system innovation are pushed forward.
(4) Potential risks
√Applicable □Non-applicable
1. Exchange rate tariffs fluctuations in material prices and price reduction requested by customers
may expose business operations to risk. The Company intends to resolve these risks by enhancing
overall competitiveness. In the course of 40 years after foundingPulling through a plurality of risks as
mentioned above the Company keeps good business performance and development momentum and
establishes a full set of risk control systems based on the accumulated experience.
2. The company's new energy initiative has received full acknowledgment and implementation
from both governmental bodies and industries indicating a sound direction with significant future
potential; thus the strategic path of the company is devoid of risk.
3. In light of the risks associated with significant tariff changes the company has established a
global framework to effectively manage and mitigate these risks. The capital investment required for this
globalization process is a crucial asset for the electrification transition of international automotive firms
as well as for domestic automotive companies seeking to expand internationally. By broadening its
client base to include these two categories of customers the company minimizes the risks associated
with international investments.
(5) Others
□Applicable √Non-applicable
VII. Explanation on the circumstances and reasons why the Company did not disclose under
the standards due to inapplicability of the standards or special reasons such as state secrets and
business secrets
□Applicable √Non-applicable
Section 4 Corporate Governance
I. Notes to Corporate Governance
□Applicable □Non-applicable
The Company acted in strict compliance with the "Company Law" "Securities Law" relevant
regulations of CSRC and SSE and the provisions under the "Articles of Association" in order to
improve the corporate governance structure improve internal control system and operate the internal
42 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
control system. General meeting Board of Directors Board of Supervisors independent directors and
the management operated precisely by following the internal control procedure in order to secure the
legitimate rights and interests of the Company and its shareholders.
1. Shareholders and General Meeting
The shareholders reviews the events to the extent permitted in the functions and powers of general
meeting under the relevant provisions the “Articles of Association” and the “Rules of Proceedings ofGeneral Meeting” and appoints lawyers to witness the procedures of holding and convening the general
meeting and to maintain the legitimate rights and interests of the shareholders especially the minority
shareholders. The Company holds the general meeting in the form of internet voting and polling and the
procedures of convening and holding the general meeting and voting at the general meeting are legal and
valid.During the reporting period significant matters including amendments to the Articles of
Association regular reports profit distribution re-appointment of auditor related party transactions
utilization of proceeds by-election of directors changes and extensions of PE investment projects and
the initiation of non-public offerings were considered and decided at the general meeting.
2. Controlling Shareholders and Listed Companies
The controlling shareholder actual controller and the related parties of the Company exercise their
powers and assume obligations under the applicable laws and regulations and there is no activity that
directly or indirectly interferes with the business operations beyond the general meeting. During the
reporting period the Company did not provide a guarantee for the controlling shareholder and its
affiliates nor did the controlling shareholder occupy the funds of the Company.
3. Directors and Board of Directors
The Board of Directors consists of 9 directors including 3 independent directors. Four special
committees Strategy and Investment Committee Auditing Committee Nomination Committee and
Remuneration and Assessment Committee are affiliated under the Board of Directors. The Board of
Directors and special committees have laid down the rules of proceedings. Directors are able to present
at the meeting of Board of Directors perform due diligence earnestly maintain the legitimate rights and
interests of the Company and all shareholders on time under the “Articles of Association” and other
applicable laws and regulations.
4. Supervisors and Board of Supervisors
The Board of Supervisors consists of 3 supervisors including 1 supervisor as staff representative
and has laid down the “Rules of Proceedings of Board of Supervisors”. The supervisors earnestly
performed their duties and to hold accountable for shareholders they oversaw significant matters
including amendment to the Articles of Association placement of guarantee to subsidiaries regular
reports major production and operation decisions use of proceeds the initiation of non-public offerings
and related party transactions and fulfilled the supervisory role of the Board of Supervisors.
5. Officers
During the reporting period officers have performed due diligence in accordance with the Articles
of Association to the extent authorized by the general meeting and Board of Directors and permitted by
the rules and regulations of the Company.
6. Information Disclosure and Transparency
The Company discloses relevant information in a true accurate complete timely and fair manner
exactly under the "Guidelines for Governance of Listed Companies" "Rules Governing the Listing of
Shares in Shanghai Stock Exchange" "Articles of Association" and "Information Disclosure
Management System" and other applicable regulations. The portal site designated by the Company for
its information disclosure is the SSE website and the newspaper designated for its information disclosure
is Securities Times.
7. Insider Information Control
With the “Insider Registration Management System” available the Company intensifies the insider
information management practice and specifies the registration and filing process of insiders which in
turn paves the way for proper confidentiality of insider information. During the reporting period the
43 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
Company controls the route and scope of transmitting insider information make sure that information is
disclosed fairly and maintain the legitimate rights and interests of investors exactly in accordance with
the “Insider Registration Management System”.Whether there is a material difference concerning corporate governance provisions between
corporate governance and laws administrative regulations and CSRC regulations on listed company
governance; in case of material difference state the reason.□Applicable √Non-applicable
II.Measures taken by the controlling shareholder and actual controller of the Company to
maintain the independence of the company-specific assets persons finance organization and
business as well as the solutions updates on work and follow-up plans that are anticipated to
influence its independence
□Applicable √Non-applicable
Conduct of the same or similar business as the Company by the controlling shareholder actual controller
and other entities under their respective control influence of peer-to-peer competition or the drastic
changes of peer-to-peer competition on the Company countermeasures taken updates on solution and
follow-up solution plan.□Applicable √Non-applicable
III. Brief Information about General Meetings
The search index
Date of of the specified
Date of
Session convention website to
disclosure to
publication of Resolutionpublish
resolutions resolutions
The first February 19 www.sse.com.cn February 20 More details are available inextraordinary 2024 2024 “Bulletin on Resolutions ofgeneral meeting the First Extraordinary
2024 General Meeting 2024 of
Tuopu Group (Bulletin #:
2024-024)
The second February 23 www.sse.com.cn February 24 More details are available inextraordinary 2024 2024 “Bulletin on Resolutions ofgeneral meeting the Second Extraordinary
2024 General Meeting 2024 of
Tuopu Group (Bulletin #:
2024-026)
The annual general June 24 www.sse.com.cn June 25 2024 More details are available inmeeting 2023 2024 “Bulletin on Resolutions ofthe Annual General Meeting
2023 of Tuopu Group
(Bulletin #: 2024-053)
The third September www.sse.com.cn September 3 More details are available inextraordinary 2 2024 2024 “Bulletin on Resolutions ofgeneral meeting the Third Extraordinary
2024 General Meeting 2024 of
Tuopu Group (Bulletin #:
2024-077)
Preferred shareholders whose voting rights have been restored request to convene an
extraordinary general meeting
□Applicable √Non-applicable
44 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
Note to General Meeting
√Applicable □Non-applicable
During the reporting period the Company held four general meetings. These meetings are
convened and held under the applicable laws regulations and these "Articles of Association"; the
persons present at and convening such meetings hold legal and valid qualifications; the voting procedure
is consistent with the applicable relevant laws regulations normative documents and these "Articles of
Association". The voting results are legal and valid.
45 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
IV. Information About Directors Supervisors and Officers
(1) Changes in shares held and remuneration of current and resigned directors supervisors and officers during the reporting period
√Applicable □Non-applicable
Unit：Shares
Total Whethe
pre-tax r
remunerati receive
Number of on remuner
Date of shares held Number of Increase/De Reason received ation
Name Capacity (Note) Gend Age taking Date of at the shares held crease in for from the fromer office leaving beginning at the end of shares in the increase/ Company related
of the year the year year decrease during the partiesreporting of the
period (in Compan
10000 y
Yuan)
Wu Jianshu President Director Male 61 2023-10-19 2026-10-18 Addition No
al
purchase
of shares
in the
secondar
7210308 11996731 4786423 ymarket 0
Bonus
Issue
from
Profit
Allocati
on
Wu Haonian Vice President Male 25 2023-10-19 2026-10-18 Bonus No
Director 1367300 1982585 615285 Issue 46.37
from
46 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Profit
Allocati
on
Wang Bin Director President Male 50 2023-10-19 2026-10-18 330 No
Pan Director Vice Male 45 2023-10-19 2026-10-18 No
Xiaoyong President of BU 600
Wu Weifeng Director Vice Male 48 2023-10-19 2026-10-18 No
President of BU 500
Wang Director Male 42 2023-10-19 2026-10-18 No
Weiwei 236
Zhao Independent director Fema 55 2023-10-19 2026-10-18 No
Xiangqiu le 6
Wang Independent director Male 68 2023-10-19 2026-10-18 No
Yongbin 6
Xie Huajun Independent director Fema 48 2023-10-19 2026-10-18 6 Nole
Yan Qunli Chairman of Board Male 53 2023-10-19 2026-10-18 No
of Supervisors 83
Supervisor
Duan Supervisor Male 43 2023-10-19 2026-10-18 No
Xiaocheng 136
Li Weiguo Staff representative Male 53 2023-10-19 2026-10-18
supervisor 30
No
Jiang Vice President Male 54 2023-10-19 2026-10-18
Kaihong 200
No
Hong Financial Director Male 47 2023-10-19 2026-10-18
Tieyang 78
No
Wang Board Secretary Male 46 2023-10-19 2026-10-18 No
Mingzhen 75
Total / / / / / 8577608 13979316 5401708 / 2332.37 /
47 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Name Working Experience
Wu Male born in 1964 a Hongkong resident ormerly as President of Ningbo Tuopu Vibration Control System Co. Ltd. President of Ningbo Tuopu
Jianshu Soundproof System Co. Ltd. President of Ningbo Tuopu Coupling Co. Ltd. President of Ningbo Tuopu Automobile Special Rubber Co. Ltd.President of Ningbo Tuopu Brake System Co. Ltd. Currently in the capacity of President of MECCA INTERNATIONAL HOLDING (HK)
LIMITED President and Director of the Company.Wu Male born in 2000 a Hong Kong resident graduated from the University of Toronto Canada on July 2023 and was elected as a director of the fifth
Haonian session of the Board of Directors of the Company on October 2023 by the shareholders' meeting of the Company. Currently in the capacity of the Vice
President and Director of the Company.Wang Bin Male born in 1975 a Chinese national Bachelor's degree with no permanent residency outside the country. Formerly as Vice General Manager of
Ningbo Economic and Technological Development Zone Tuopu Industrial Co. Ltd. Director and General manager of Ningbo Tuopu Vibration
Control System Co. Ltd. General manager of Ningbo Tuopu Import and Export Co. Ltd. Vice general manager and Director of Ningbo Tuopu Brake
System Co. Ltd. Currently in the capacity of Director and President (General Manager) of the Company.Pan Male born in 1980 a Chinese national Doctor’s Degree in Engineering with permanent residency outside the country. Formerly as Vice President of
Xiaoyong Ningbo Tuopu Acoustics Vibration Technology Co. Ltd. Manager of System Development Department of Ningbo Tuopu Acoustics Vibration
Technology Co. Ltd. and Director of Ningbo Tuopu Brake System Co. Ltd. Currently in the capacity of President of Ningbo Ushone Electronic
Chassis Co. Ltd. and Director and Deputy GM (Vice President) of the Company.Wu Male born in 1977 a Chinese national Bachelor’s degree with no permanent residency outside the country. Formerly as Director of of Ningbo Tuopu
Weifeng Acoustics Vibration Technology Co. Ltd. General manager of Ningbo Tuopu Automobile Special Rubber Co. Ltd. General manager of Ningbo Bahe
Mould Co. Ltd. Vice general manager of Ningbo Tuopu Soundproof System Co. Ltd. Vice general manager and Director of Ningbo Tuopu Brake
System Co. Ltd. Currently in the capacity of Director and Vice general manager of the Company.Wang Male born in 1983 a Chinese national with no permanent foreign residency B.S. in Automotive Engineering from Tsinghua University Ph.D. in
Weiwei Mechanical Engineering from Tsinghua University. Formerly as General manager of Intelligent braking system and Stability Control System of
Ningbo Tuopu Group Co. Ltd. currently in the capacity of Director of the Company General Manager of Brake System of Ningbo Ushone Electronic
Chassis Co. Ltd.Zhao Female born in 1970 a Chinese national with no permanent residence abroad bachelor's degree. Formerly as a practicing lawyer in Zhejiang Fanxin
Xiangqiu Law Firm currently as a lawyer partner and executive director of Zhejiang Yahui Law Firm. Currently as a lawyer and partner of Zhejiang Tai’an
Law Firm. Currently as an independent director of Jifeng Co. Ltd. (603997.SH).Wang Male born in 1957 a Chinese national with no permanent residence outside China holder of professor's title. Formerly taught students in Zhejiang
Yongbin Agricultural University at Ningbo after graduation formerly as a professor of machinery at Zhejiang Wanli University the first tutor of master
candidates General manager of the Institute of Mechatronic System Technology Director of Mechatronic System Technology Laboratory now
retired. Currently as an independent director of the Company concurrently hold the office of independent director in Ningbo Jifeng Auto Parts Co.Ltd. (603997.SH) NBTM New Materials Group Co. Ltd. (600114.SH) Zhejiang LERA New Energy Power Technology Co. Ltd. and Ningbo Da
Zhi Machine Technology Co. Ltd.Xie Female born in 1977 a Chinese national with no right of abode abroad holder of bachelor degree. he deputy department manager of Ningbo Donghai
Huajun Accounting Firm. The independent director of the Company currently as an independent director of Jifeng Co. Ltd. (603997.SH).
48 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Yan Qunli Male born in 1957 a Chinese national with no permanent residence outside China. Formerly as Director of Mold Center Project Manager of
Engineering Department and Manager of Engineering Department of Ningbo Ningbo Economic and Technological Development Zone Tuopu
Industrial Co. Ltd. Vice general manager of Marketing of Ningbo Tuopu Automobile Parts Co. Ltd. General manager of Vibration Control System
NO.1 Department of Ningbo Tuopu Brake System Co. Ltd. and Director and Vice general manager of Ningbo Tuopu Brake System Co. Ltd. Current
as the chairman of Board of Supervisors of the Company.Duan Male born in 1982 a Chinese national with no permanent residence abroad Doctor of Engineering. Formerly as System Integration Section Chief of
Xiaocheng Ningbo Tuopu Acoustics Vibration Technology Co. Ltd. Chief Engineer of R&D Center of Ningbo Tuopu Group Co. Ltd. and Vice President of
R&D Center of Ningbo Tuopu Group Co. Ltd. Currently in the capacity of President of Powertrain and Chassis Division and Supervisor of the
Company.Li Weiguo Male born in 1972 a Chinese national with no permanent residence abroad university degree. Formerly as Planning Director and Group Management
Representative of Ningbo Tuopu Group Co. Ltd. Currently as Managing Director of Management Department and Staff Representative Supervisor of
the Company.Jiang Male born in 1971 a Chinese national with no permanent residence abroad university degree. Formerly as Vice General Manager of Ningbo
Kaihong Economic and Technological Development Zone Tuopu Industrial Co. Ltd. Director of the R&D Center of Ningbo Tuopu Vibration Control System
Co. Ltd. General Manager of Ningbo Tuopu Automobile Parts Co. Ltd. and General Manager of the Electronic System Division of Ningbo Tuopu
Brake System Co. Ltd. Currently in the capacity of the vice president (deputy general manager) of the Company and the senior general manager of
Ningbo Ushone Electronic Chassis Co. Ltd.Hong Male born in 1978 a Chinese national with no permanent residence abroad university degree. Formerly as Financial Officer of Ningbo Huazhong
Tieyang Plastic Products Co. Ltd. Project Manager of Ningbo Zhongcheng Tax Accountant Firm and Financial Manager of Ningbo Tuopu Group Co. Ltd.Currently as Financial Director of the Company.Wang Male born in 1979 a Chinese national no permanent overseas residence bachelor degree. He has been the general manager of Ningbo Tuopu
Minfeng Imp&Exp Co. Ltd. and supervisor of Ningbo Tuopu Group Co. He is now the secretary of the Board of Directors of the Company.Other Notes
□Applicable √Non-applicable
49 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
（2）Office held by current and resigned directors supervisors and officers during the reporting
period
1. Office held in corporate shareholder
√Applicable □Non-applicable
Name of persons Name of corporate Office held incorporate Date of office Date of end ofin office shareholder shareholder held office
Wu Jianshu MECCA Shareholder 2008-07-21
INTERNATIONAL
HOLDING （HK）
LIMITED
Note to office No
held in corporate
shareholder
2. Office held in other entities
√Applicable □Non-applicable
Name of persons
in office Name of other entity
Office held in Date of office Date of end of
other entity held office
Xie Huajun Ningbo Jifeng Auto IndependentParts Co. Ltd. director
Zhao Xiangqiu Ningbo Jifeng Auto IndependentParts Co. Ltd. director
Wang Yongbin NBTM New Materials IndependentGroup Co. Ltd. director
Wang Yongbin Ningbo Da Zhi Machine IndependentTechnology Co. Ltd. director
Notes to office No
held in other
entities
（3）Remuneration of Directors Supervisors and Officers
√Applicable □Non-applicable
Decision-making procedure as Under the “Articles of Association” the remuneration of directors and
to the remuneration of supervisors is decided at the general meeting; the remuneration of
directors supervisors and officers is fixed by the Board of Directors.officers
Whether the Directors Yes
withdraw themselves from the
Board's discussion of their
remuneration matters
Particulars of the The annual compensation for Independent Directors is deemed
recommendations made by the appropriate considering the general average of the capital market the
Remuneration and Evaluation typical standards within the industry and the professional guidance or
Committee or the special support offered by Independent Directors to the Board during the
meeting of independent reporting period. Additionally the remuneration framework for senior
directors in respect of the management has been developed with careful regard to the industry
remuneration of Directors context the size of the organization the geographical area of
Supervisors and officers operation comparable firms and specific business outcomes ensuring
that the assessment and payment of remuneration align with the
Company's Articles of Association and its relevant remuneration and
50 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
assessment management policies.Basis for fixing the Fixed according to the industry and local conditions by referring to
remuneration of directors the comparable standard of similar listed companies and the actual
supervisors and officers condition of the Company where applicable
Actual payment of the During the reporting period the remunerations of directors
remuneration of directors supervisors and officers have been paid.supervisors and officers
Total remuneration received RMB 23.3237 million (before tax)
by all directors supervisors
and officers at the end of the
reporting period
（4）Changes in directors supervisors and officers
□Applicable √Non-applicable
(5)Notes to punishments imposed by securities regulatory institutions over the past three years
□Applicable √Non-applicable
(6)Others
□Applicable √Non-applicable
V. Information about the Board of Directors held during the reporting period
Session Date ofconvention Resolution
The 5th Meeting of January 29 The following proposals were considered and passed:the Fifth Session of 2024 1. “Proposal on New Amount of Idle Proceeds Entrusted tothe Board of Wealth Management”Directors 2. “Proposal on the New Amount of Supplementary Liquidity ofIdle Proceeds
3. “Propsoal on Convening the First Extraordinary GeneralMeeting of Shareholders in 2024
The 6th Meeting of February 7 The following motions were considered and passed:
the Fifth Session of 2024 1. “Proposal on the Amendment to the Articles of Association”the Board of 2. “Proposal on Adjusting the Planned Allocation Amount ofDirectors Raised Funds for Investment Projects”
3. “Proposal on Adjusting the Implementation Schedule of CertainRaised Funds Investment Projects”
4. “Proposal on Not Making Downward Adjustment to theConversion Price of "Tuopu Convertible Bonds"
5. “Proposal on Capital Increase in Wholly-Owned Subsidiary(Huzhou Tuopu)”
6. “Proposal on Capital Increase in Wholly-Owned Subsidiary(Tuopu Chongqing)”
7. “Proposal on Capital Increase in Wholly-Owned Subsidiary(USHONE)”
8. **Proposal on Capital Increase in Wholly-Owned Subsidiary
(Tuopu Skateboard Chassis)**
9. **Proposal on Convening the Second Extraordinary General
Meeting of Shareholders in 2024**
The 7th Meeting of February The following proposals were considered and passed:the Fifth Session of 26th 2024 1. “Proposal on the Provision of Industrial Plant Rentalthe Board of Guarantees for Overseas Subsidiaries”
Directors
51 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
The 8th Meeting of April 22nd The following proposals were considered and passed:the Fifth Session of 2024 1. “Proposal on the Report on the Work of the Board of Directorsthe Board of for the Year 2023”Directors 2. “Proposal on the Performance Report of the IndependentDirectors for the Year 2023”
3. “Proposal on the Report on the Performance of the AuditCommittee of the Board of Directors for the Year 2023”
4. “Proposal on the Work Report of the President (GeneralManager) for the Year 2023”
5. “Proposal on the Report on the Fiscal Year 2023 FinancialResults”
6. “Proposal on the 2023 Internal Control Evaluation Report”
7. “Proposal on the Deposit and Utilization of Proceeds in theYear 2023”
8. “Proposal on Application for Credit Line from Banks andNon-Bank Financial Institutions in the Year 2024”
9. “Proposal on Conducting Bills Pool Business in the Year 2024”
10. “Resolution on the Renewal of the Appointment of the AuditOrganization for the Year 2024”
11. “Proposal on Profit Distribution for the Year 2023”
12. “Proposal on the Full Text and Abstract of the Annual Reportfor the Year 2023”
13. “Resolution on Confirmation of Connected Transactions forthe Year 2023”
14. “Proposal on the Projected Daily Connected Transactions forthe Year 2024”
15. “Proposal on the Estimated Amount of External Guaranteesfor the Year 2024”
16. “Proposal on the Use of Part of Temporarily Idle Proceeds forEntrusted Wealth Management
17. “Proposal on the Use of Part of Temporarily Idle Proceeds toSupplement Liquidity”
18. “Proposal on the Use of Proceeds to Replace Self-financingFunds Pre-invested in Fundraising Projects”
19. “Proposal on Confirmation of the Remuneration of Directorsand Senior Management of the Company for the Year 2023”
20. “Proposal on the Adjustment of the Membership of SomeSpecialized Committees of the Fifth Session of the Board ofDirectors of the Company”
21. “Proposal on
22. “Proposal on the Formulation of the Company's AccountingFirm Selection and Appointment System”
23. “Proposal on the Formulation of the Company's ”WorkingSystem for Specialized Meetings of Independent Directors”
24. “Proposal to amend the Company's fund-raising managementsystem”
25. “Proposal to amend the Company's Rules of Procedure forGeneral Meetings of Shareholders”
26. “Proposal to Amend the Company's Annual Reporting Systemfor Independent Directors”
27. “Proposal to Amend the Rules of Procedure of the Board ofDirectors of the Company”
28. “Proposal to Amend the Rules of Procedure of theRemuneration and Evaluation Committee of the Board ofDirectors of the Company”
29. “Proposal to Amend the Rules of Procedure of the Nomination
52 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024Committee of the Board of Directors of the Company”
30. “Proposal to amend the Rules of Procedure of the AuditCommittee of the Board of Directors of the Company”
31. “Proposal to Propose the Convening of the Company's 2023Annual General Meeting of Shareholders”
The 9th Meeting of April 26th The following proposals were considered and passed:
the Fifth Session of 2024 1. “Proposal on the <2024 First Quarterly Report>”
the Board of
Directors
The 10th Meeting June 3rd The following proposals were considered and passed:of the Fifth Session 2024 1. “Proposal on Not Amending the Conversion Price of Tuopuof the Board of Convertible Bonds Downwards”
Directors 2. “Proposal on the Amendment of the Articles of Association”
The 11th Meeting August 16th The following proposals were considered and passed:of the Fifth Session 2024 1. “Proposal to Increase the Implementing Entity Implementingof the Board of Location and Extension of Part of the Fundraising Project”Directors 2. “Proposal to Amend the Articles of Association of theCompany”
3. “Proposal to convene the Third Extraordinary General Meetingof Shareholders in 2024”
The 12th Meeting August 28th The following motions were considered and passed:of the Fifth Session 2024 1. “Proposal on
3. “Proposal on the Company's Foreign Exchange DerivativesBusiness such as Forward Settlement in the Year 2024”.
4. “Proposal on Formulating the Company's
The 13th Meeting September The following proposal was considered and passed:of the Fifth Session 26th 2024 1. “Proposal on Not Amending the Conversion Price of “Tuopuof the Board of Convertible Bonds” Downwards”Directors 2. “Proposal to increase the projected amount of daily connectedtransactions for the year 2024”
The 14th Meeting October 14th The following proposals were considered and passed:of the Fifth Session 2024 1. “Proposal on the Use of Bills and Own Funds to Pay for theof the Board of Funds Required for Fundraising Projects and Replace Them with
Directors Proceeds in Equal Amounts
2. “Proposal on opening additional special account forfund-raising and signing supervision agreement”
The 1st October The following proposal was considered and passed:Extraordinary 18th 2024 1. “Proposal on canceling the use of own funds for replacementMeeting of the and use of notes to pay for the funds required for the fund-raising
Fifth Board of projects and replacing them with the proceeds in an equalDirectors amount”
The 15th Meeting October 28th 1. “Proposal on
of the Fifth Board 2024
of Directors
53 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
VI. Performance of Duties by Directors
(1)Information about the presences of directors in board meeting and general meeting
Presenc
Presences in board meeting es ingeneral
meeting
Whether Number
Name as of Whether
of independ mandator Number Number of Number failed to
director ent y of attendances of Numb present Numbe
director attendan attendan by attendan er of in two r of
ces in ces in communicat ces by absenc consecuti presenc
board person ion means proxy es ve es
meeting meetings
this year in person
Wu No 12 12 0 0 0 No 4
Jianshu
Wu No 12 12 0 0 0 No 1
Haonia
n
Wang No 12 12 0 0 0 No 4
Bin
Pan No 12 12 0 0 0 No 4
Xiaoyo
ng
Wu No 12 12 0 0 0 No 4
Weifen
g
Wang No 12 12 0 0 0 No 4
Weiwei
Zhao Yes 12 12 0 0 0 No 4
Xiangqi
u
Wang Yes 12 12 0 0 0 No 4
Yongbi
n
Xie Yes 12 12 0 0 0 No 4
Huajun
Zhou Yes 12 12 0 0 0 No 4
Ying
Notes to failure to be present in two consecutive meetings board meetings
□Applicable √Non-applicable
Number of board meetings convened in the year 12
Including: number of on-site meetings 12
Number of meetings convened by communication 0
means
Number of meetings convened on site by 0
communication means
(2) Information about the objections raised by directors against related matters
□Applicable √Non-applicable
54 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(3)Others
□Applicable √Non-applicable
VII. Information about Special Committees under the Board
√Applicable □Non-applicable
(1) . Members of special committees under the Board of Directors
Category of Special
Committees Name of Member
Auditing Committee Xie Huajun (Chairman and Convener) Wang Yongbin Wang Weiwei
Nomination Committee Wang Yongbin (Chairman and Convener) Zhao Xiangqiu Wu Jianshu
Remuneration and
Assessment Committee Zhao Xiangqiu (Chairperson Convener) Xie Huajun Wu Jianshu
Strategy and Investment
Committee Wang Bin (Chairman Convener) Pan Xiaoyong Xie Huajun
(2) Four meetings held by the Auditing Committee during the reporting period
Other
Date of Circumstances
convention Session Key Opinions and Suggestions aboutPerformance
of Duties
The following matters were discussed and
approved:
1. “Proposal on the Report on the 2023 FinancialAccounts”The 2nd Working 2. “Proposal on the 2023 Internal ControlMeeting of the Evaluation Report”Audit Committee 3. “Proposal on Renewal of the Audit OrganizationApril 12th
2024 of the Fifthfor the Year 2024”Session of the 4. “Proposal on the Full and Summary of theBoard of Annual Report for the Year 2023”
Directors 5. “Resolution on Confirmation of ConnectedTransactions for the Year 2023”
6. “Proposal on the Estimation of Daily ConnectedTransactions for the Year 2024”
7. “Proposal to Establish the Company's
The 3rd Working
Meeting of the
Apr.16th Audit Committee The following matter was discussed and approved:
2024 of the Fifth 1. “Proposal on
Board of
Directors
The 4th Working The following matters were discussed and
Meeting of the approved:August Audit Committee 1. “Proposal on
16th 2024 of the Fifth Semi-Annual Report> and its summary”Session of the 2. “Proposal on the Company's Foreign ExchangeBoard of Derivatives Business including ForwardDirectors Settlement for the Year 2024”
October The 5th working The following matter was discussed and approved:
18th 2024 meeting of the 1. “Proposal on
55 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Audit Committee
of the Fifth Board
of Directors
(3) The Nomination Committee held 0 meeting during the reporting period
(4). The Remuneration and Assessment Committee held two meetings during the reporting period
Date of
convention Session Key Opinions and Suggestions
Other Circumstances about
Performance of Duties
April 12 Resolution passed at The following matters were
2024 the 2nd Meeting of discussed and approved:
the Compensation Recommendation on the
and Evaluation Remuneration of Directors
Committee of the and Senior Management of the
Fifth Session of the Company for the Year 2023
Board of Directors
(5). The Strategy and Investment Committee held one meeting during the reporting period
Date of
convention Session Key Opinions and Suggestions
Other Circumstances about
Performance of Duties
April 22 The 2nd working Resolution on the Adjustment
2024 meeting of the of the Members of the
Strategy and Strategy and Investment
Investment Committee of the Fifth
Committee of the Session of the Board of
Fifth Session of the Directors of the Company
Board of Directors
(6). Particulars about the Objected Matters
□Applicable √Non-applicable
VIII. Notes to Risks Identified by the Board of Supervisors
□Applicable √Non-applicable
The Supervisory Committee has no objection to the supervision matters during the reporting period.IX. Employees of the Parent and Major Subsidiaries at the End of The Reporting Period
(1) Particulars of Staff members
Number of staff members serving the parent 6113
company
Number of staff members serving major 16584
subsidiaries
Total number of staff members in service 22697
Number of retiring employees to whom the parent
company and other subsidiaries have to bear costs
and expenses
Composition of job positions
Category of job positions Number of specialists
Production staff 13365
Marketing staff 540
Technical staff 5870
Financial staff 293
Administrative staff 2629
Total 22697
56 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Education Background
Category of education Number of members (persons)
Holders of doctoral master degrees 245
Holders of bachelor degrees 2972
Graduated from junior college technical 8111
secondary school
Others 11369
Total 22697
(2) Salary policy
√Applicable □Non-applicable
In line with the strategic development needs coupled with the industry-wide salary and the local
salary level the company has drawn up a set of incentive compensation system and the salary
distribution is moderately inclined to strategic talents salesforce and technical R&D specialists.Adhering to the concept of sustainable development the Company is working to improve employee
welfare and treatment in the rapid development to share the deliverables and enhance employees' sense
of gain; it further continues to give more promotion opportunities to young talents in service provide
them with "open fair and just" career platform for competitive opportunities.The compensation policy is subject to a change from time to time as appropriate to development
personnel supply and external industry salary conditions. In line with the sustainable development track
it will continue to solicit more elites to grow together.
(3)Training plan
√Applicable □Non-applicable
Based on the characteristics of the automobile industry and the development plan the Company has
drawn up a systematic and efficient training system and continuously improved its independent
evaluation system for engineers and skilled talents with a view to serving its personnel needs in respect
of R&D technology QC quality production procurement shipping sales finance IT and human
resources.The Company provides staff members with various opportunities for professional learning
engagement in industry technical exchanges and management forums so as broaden global horizon of
specialists give employees at different levels an access to systematic training acquire good expertise
and skills and improve their business and management capabilities. The long-term sustainable
development has built up a strong pool of talents.
(4)Outsourcing of labor services
□Applicable √Non-applicable
X.The plan for the profit distribution of common stocks or the transfer of capital reserves
(1) Preparation execution or adjustment of cash dividend policy
□Applicable √Non-applicable
1. Formulation of cash dividend policy
On April 22 2024 the Company held the eighth meeting of the fifth session of the Board of Directors
and considered and approved the "Proposal on the Plan for Shareholder Dividends and Returns in the
Next Three Years (2024-2026)". On June 24 2024 the company held the 2023 Annual General Meetin
at which the above proposal was consideredand approved. The cash dividend policy as contained in the
"Shareholder Dividend Return Plan for the Next Three Years (2024-2026)" is described as follows:
Factors under consideration: The Company pinpoints long-term sustainable development. Given this
efforts should be done to consider the actual operating conditions development goals external financing
environment and the requirements and wills of investors especially small and medium investors in all
aspects and establish a sustainable stable rational return planning and mechanism making institutional
57 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
arrangements for dividend distribution guarantee reasonable returns brought to investors and ensure the
continuity and stability of the dividend distribution policy.Drawing up principles: the Company applies a positive profit distribution policy and values reasonable
investment returns for investors. The Company should maintain the continuity and stability of the profit
distribution policy while taking into account the long-term interests the overall interests of all
shareholders and the sustainable development of the Company. The Board of Directors Board of
Supervisors and general meeting shall consider the opinions of independent directors and public
investors in the decision-making process and justification of profit distribution policies in all aspects.Form of profit distribution: If the Company is eligible for distribution of cash dividends the profit
distribution method of cash dividends is preferred. Profits can be distributed in cash stock or a
combination of both.Conditions for distribution of cash dividends: Cash dividends can be distributed where the following
conditions are satisfied:
(1) The distributable profit realized by the Company in the year (the profit after tax netting of covering
losses and drawing the provident fund) is a positive value;
(2) The auditor issues a standard unqualified audit report on the annual financial report. With the above
conditions for dividend distribution are satisfied after the company has fully reserved the statutory
reserve fund and surplus reserve fund if there is no major cash payment or other events the profit
distributed in cash in a year in principle shall not be less than 30% of the distributable profit realized in
the year.Significant cash expenditure refers to one of the following circumstances:
* The accumulative expenses of the proposed foreign investment acquisition of assets equity or
purchase of equipment land and real estate over a course of the next twelve months have reached or
exceeded 30% of the last audited net assets;
* The accumulative expenses of the proposed foreign investment acquisition of assets equity or
purchase of equipment land and real estate over a course of the next twelve months have reached or
exceeded 20% of the last audited net assets;
Provided that there are sufficient cash dividends available for distribution the Company may otherwise
increase stock dividend distribution and capital reserve. If the Board of Directors fails to make an annual
cash profit distribution plan or the annual cash profit distribution ratio is less than 30% of the
distributable profits realized in the year it is necessary to account for following circumstances:
* In view of the characteristics of the industry in which it currently engages the stage of development
business model profit level and whether there are major capital expenditure arrangements account for
the reasons for failing to distribute cash dividends or distributing cash dividends at a low level;
* The specific use of the retained undistributed profits and the relevant estimated income;
* The independent opinions expressed by independent directors on the rationality of no or low level of
distribution of cash dividends. After the end of each fiscal year the Board of Directors comes up with a
dividend distribution proposal and submits it to the general meeting for consideration. The Company
embraces suggestions and supervision from all shareholders independent directors supervisors and
public investors on the dividend distribution.Percent and time interval of cash dividends: The Board of Directors should consider factors such as
the characteristics of the industry in which it currently engages the stage of development business
model profit level and whether there are major capital expenditure arrangements tell the differences of
the following circumstances and propose differentiated cash dividend policy following the procedures
as set out in the Articles of Association:
(1) If the development stage is mature and there is no major capital expenditure arrangement over a
course of the next twelve months at the time of making profit distribution the percent of cash dividends
in this profit distribution should be at least 80%;
(2) If the development stage is mature and there is no major capital expenditure arrangement over a
course of the next twelve months at the time of making profit distribution the percent of cash dividends
in this profit distribution should be at least 40%;
(3) If the development stage is mature and there is no major capital expenditure arrangement over a
course of the next twelve months at the time of making profit distribution the percent of cash dividends
in this profit distribution should be at least 40%;
58 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(4) If the development stage is mature and there is no major capital expenditure arrangement over a
course of the next twelve months at the time of making profit distribution the percent of cash dividends
in this profit distribution should be at least 20%;
If it is difficult to identify the development stage but there are major capital expenditure arrangements
over a course of the next twelve months the preceding paragraph may apply.In principle the company distributes cash dividends ifthe relevant plant has been considred and
approved by the annual general meeting. The Board of Directors can propose the company to distribute
interim cash dividends based on the profitability and capital needs.Conditions for distribution of stock dividends: Where the operating conditions are good and the
Board of Directors believes that the distribution of stock dividends inure to the overall interests of all
shareholders it can propose a stock dividend distribution plan provided that there are sufficient cash
dividends available for distribution. Where stock dividends are used for profit distribution there should
be real and reasonable factors such as the growth of the company and the dilution of net assets per share.Decision procedures and mechanisms: The annual profit distribution plan is proposed and drawn up
by the Board of Directors in combination with the provisions of this proposal profitability capital
supply and demand and independent directors express independent opinions on the profit distribution
plan (In order to implement the requirements of the reform of the independent director system the
independent directors are not required to express their opinions here.) and submit it to the general
meeting for consideration and approval following proper consideration and approval by the Board of
Directors. Independent directors can ask for opinions from minority shareholders put forward dividend
proposals and submit it directly to the Board of Directors for consideration and approval. Where the
general meeting considers on the profit distribution plan the Company shall provide shareholders with
online voting methods communicate and communicate with shareholders especially small and medium
shareholders through a plurality of channels listen to the opinions and appeals of small and medium
shareholders and promptly answer the concerns of small and medium shareholders. As soon as the a
resolution on the profit distribution plan is adopted at the general meeting the Board of Directors must
complete the distribution of dividends (or shares) within 2 months after the convention of general
meeting. If the Company is profitable in the current year and qualifies for cash dividends but the Board
of Directors fails to submit a profit distribution plan to the general meeting under the established profit
distribution policy it shall give the reasons the purpose and utilization plan of the funds not used for
dividends retained in the company in the regular report and independent directors will express
independent opinions.Changes in the company-specific profit distribution policy: The Company should draw up or adjust
dividend return plans and protocols as appropriate and in conjunction with the opinions of shareholders
(especially public investors) and independent directors. However the Company should procure the
current and future dividend return plans and protocols not to violate the following principles: when the
Company is profitable in the year and qualifies for cash dividends the company should distribute
dividends in cash and the profit distributed in cash must not be less than 20% of the current profit
distribution.If it is necessary to adjust the profit distribution policy due to major changes in the external business
environment or its own business conditions the protection of shareholders’ rights and interests should be
taken as the starting point and the reasons should be demonstrated and explained in detail in the
proposal of the general meeting of shareholders; the adjusted profit distribution policy must not violate
the provisions of the CSRC. The relevant regulations of the board of directors and the stock exchange;
the proposal on adjusting the profit distribution policy must be submitted to the general meeting of
shareholders for approval after being considered and approved by the board of directors and the board of
supervisors. Independent directors should express independent opinions on the proposal and the general
meeting of shareholders should adopt online voting Provide conditions for public shareholders to attend
and vote in other ways. The profit distribution policy adjustment plan shall be approved by more than
2/3 of the voting rights held by the shareholders present at the general meeting.
Material change in the external business environment or operating conditions shall refer to: 1. Material
changes in national laws regulations and industry policies cause a major adverse impact on the
production and operation resulting in the operating losses; 2. Force majeure factors such as wars and
natural disasters have caused major adverse effects on the production and operation resulting in
operating losses of the company; 4. Other matters as stipulated by the China Securities Regulatory
Commission and the stock exchange.
2. Implementation of cash dividend policy
59 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
The Company's 2023 annual general meeting which was convened June 24 2024 reviewed and
approved the profit distribution proposal for 2022 presented by the Board of Directors. According to this
proposal a cash dividend of RMB 5.56 per 10 shares (tax included) will be distributed to all
shareholders based on the number of share capital registered on the date of registration of the share
register for the equity distribution. The capital stock was increased by 4.5 shares for every 10 shares.The total number of shares of the Company as of December 31 2023 was 1102049773 shares. As of
January 26 2024 the Company has a total of 1102049773 shares. On this date the Company finalized
the issuance of 60726104 shares to designated parties resulting in a new total of 1162775877 shares
following the registration of this issuance. A cash dividend of RMB646503387.61 (tax included) is
proposed for distribution representing 30.06% of the net profit attributable to the ordinary shareholders
as reflected in the consolidated financial statements for the year. The remaining undistributed profit will
be carried over to the subsequent year. Should there be any changes in the total number of shares due to
the conversion of convertible bonds or other factors between the announcement of this profit distribution
proposal and the share registration date for the equity distribution the Company plans to uphold the cash
dividend of RMB5.56 (tax included) per 10 shares as stated while adjusting the total cash dividend
amount accordingly.As per the “Announcement on the Implementation of Tuopu Group's 2023 Equity Distribution” released
by the Company on July 12 2024 the total number of shares of the Company rose to 1162775947
prior to the execution of the proposal following the adoption of the proposal on June 24 2024 and the
share registration date for the equity distribution on July 18 2024 due to the conversion of the
Company's convertible bonds known as 'Tuopu Convertible Bonds'. Furthermore from July 18 2024 to
the share registration date for the equity distribution the total number of shares remained at
1162775947 as a result of the conversion of the 'Tuopu Convertible Bonds'. Consequently the profit
distribution was calculated based on the Company's total share capital of 1162775947 shares prior to
the plan's implementation resulting in a cash dividend of RMB0.556 (iwith tax included) per share
amounting to a total of RMB646503426.53. The Company successfully completed the payment of this
dividend on July 19 2024.
(2) Special note to cash dividend policy
√Applicable □Non-applicable
Whether this policy complies with the provisions of these Articles of Association or √Y □N
the requirements of the resolutions of the general meeting
Whether the dividend standard and proportion are definitive and clear √Y □N
Whether the relevant decision procedures and mechanisms are complete √Y □N
Whether independent directors have performed their duties of due diligence and √Y □N
fulfilled due roles
Whether the minority shareholders have the chance to fully express their opinions √Y □N
and demands and whether their legitimate rights and interests are fully protected
(3) If the Company earns profit during the reporting period and the parent's profit available to
shareholders for distribution is positive but no cash profit distribution plan has been proposed
the Company is required to give the exact reasons and the intended use and the plan of utilizing
undistributed profits.□Applicable √Non-applicable
(4) Profit distribution and the circumstandes at which capital reserves are converted into
additional shares during the reporting period
√Applicable □Non-applicable
Unit:Yuan Currency:RMB
Number of bonus issues (stocks) every 10 shares
Number of dividends distributed (yuan) (with tax
included) every 10 shares 5.19
Number of additional shares (stocks) every 10
60 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
shares
Amount of cash dividends (with tax included) 901936666.02
Net profit attributable to common shareholders of
public company in the consolidated statement 3000605982.24
Net profit attributable to common shareholders of
public company as a percentage in the 30.06
consolidated statement (%)
The amount at which the shares repurchased in
cash are recognized as cash dividends
Gross amount of dividends (with tax included) 901936666.02
Ratio of the gross amount of dividends to the net
profit attributable to ordinary shareholders of the 30.06
listed company in the consolidated statement (%)
(5) Cash dividends for the last three fiscal years
√Applicable □Non-applicable
Unit:Yuan Currency:RMB
Cumulative cash dividend amount for the last three fiscal years (with tax
included)(1) 2058688465.64
Cumulative amount of repurchase and write-off in the last three fiscal years(2)
Cumulative amount of cash dividends and repurchase and write-off in the last
three fiscal years(3)=(1)+(2) 2058688465.64
Average annual net income for the last three fiscal years(4) 2283793345.35
Proportion of cash dividends in the last three fiscal years (%)(5)=(3)/(4) 90.14
Net profit attributable to common shareholders of the listed company in the
consolidated statement of income for the most recent fiscal year 3000605982.24
Undistributed profit at the end of the year in the parent company's statement for
the most recent fiscal year 4370987446.09
Note: “Average annual net income for the last three fiscal years” as set out in the above table is
calculated based on the net income attributable to common shareholders of the listed company for the
last three fiscal years.Ⅺ.Conditions and Impact of Equity Incentive Plan ESOP (employee stock ownership plan) or
Other Employee Incentive Measures of the Company
(1)Related incentive events have been disclosed in the provisional announcement and there is no
progress or change in subsequent implementation
□Applicable √Non-applicable
Incentives that are not disclosed in the provisional announcement or there is a progress in
subsequent implementation
Condition of equity incentives
□Applicable √Non-applicable
Other notes
□Applicable √Non-applicable
ESOP
61 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
□Applicable √Non-applicable
Other incentives
□Applicable √Non-applicable
(2)Share incentives granted by directors supervisors and officers during the reporting period
□Applicable √Non-applicable
(3)During the reporting period the evaluation mechanism for officers as well as the condition of
establishment and implementation of the incentive mechanism
□Applicable √Non-applicable
Ⅻ. Construction and execution of internal control system during the reporting period
□Applicable □Non-applicable
During the reporting period the Company has established a strict internal control managementsystem exactly as per the laws and regulations formulated by CSRC and those under the “CompanyLaw” and “Articles of Association” continued to modified and specified such internal control
management system in consideration of industry-wide characteristics and its business operations
improved the efficiency of business decisions provided some guarantee for the legal compliance of
business operations and management and the asset safety and promoted the steady execution of
company strategies.Such internal control system is structurally reasonable the internal control system framework suits
the requirements of five ministries and commissions including the Ministry of Finance and the China
Securities Regulatory Commission that internal control system should be complete reasonable and
effective and meets the needs of company management and development. The Company is modifying
the internal control system and making it work has attained the anticipated objective as to internal
control and protected the interests of the Company and all shareholders.At the 12th meeting of the Fifth Session of the Board of Directors the "Proposal on the 2024Internal Control Evaluation Report" was considered and passed and the full text of the “2024 InternalControl Evaluation Report of Tuopu Group” was disclosed on the SSE website on the same day.Notes to significant deficiencies in internal control during the reporting period
□Applicable √Non-applicable
XIII. Management and control status of subsidiaries during the reporting period
□Applicable □Non-applicable
During the reporting period the Company subjected its subsidiaries to total budget control and
enhanced the early warning competence by modifying the effective internal control mechanism. With an
internal control system deployed from the management level to the business level the Company further
strengthened the ability in total risk control by performing financial data analysis on the OA and ERP
systems.XIV. Notes to relevant information on the internal control audit report
√Applicable □Non-applicable
The Company appointed BDO China Shu Lun Pan Certified Public Accountants LLP (Special
General Partnership) to audit its internal control and issued standard unqualified audit report. More
details are available in the “2024 Internal Control Audit Report of Ningbo Tuopu Group Co. Ltd.” as
disclosed on the SSE website on the same day (Xin Kuai Bao Zi [2025] No. ZF10449).Whether the internal control audit report has been disclosed: Yes
Type of internal control audit report： Standard and unqualified audit report
62 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
XV. Rectification of self-examining problems in the special action as to listed company
governance
Non-applicable
XVI.Others
□Applicable √Non-applicable
Section 5 Environmental and Social Responsibility
Ⅰ. Information about environment
Whether to establish relevant mechanisms for Yes
environmental protection
Funds invested in environmental protection during 7843.42
the reporting period (unit: in RMB 10000)
(1)Notes to the environmental protection conditions of companies and their important subsidiaries
announced by the environmental protection authority as key emission entities
√Applicable □Non-applicable
1. Information about emissions
√Applicable □Non-applicable
S/N Name of company/subsidiary Discharge status/category
1 Ningbo Tuopu Group Co. Ltd.
(1) Factory No.36 Guanhai Road Beilun Water environment hazardous waste
District
(2) Chunxiao Suspension Plant Beilun District Hazardous waste radiation
(3) Longtanshan Road Factory Beilun District Hazardous waste radiation
2 Ningbo Tuopu Chassis Systems Co. Ltd. Hazardous waste
3 Ningbo Tuopu Automobile Electronics Co. Ltd. Hazardous waste radiation
4 Tuopu Electric Vehicle Thermal Management Hazardous waste
System (Ningbo) Co. Ltd.
5 Tuopu Skateboard Chassis (Ningbo) Co. Ltd. Hazardous waste
6 Suining Tuopu Automobile Chassis Systems Co. Environmental Risks
Ltd.
7 Zhejiang Tuopu Automobile Parts Co. Ltd. Environmental Risks
8 Hunan Tupopu Automobile Parts Co. Ltd. Environmental Risks
2. Construction and operation of pollution control facilities
√Applicable □Non-applicable
S/N Name of Construction and operation of pollution prevention and control
Company/Susidiary facilities
1 Ningbo Tuopu Group The construction and operation of pollution prevention and control
Co. Ltd. facilities in Beilun District Guanhai Road No. 36 Factory Chunxiao
Suspension Factory and Longtanshan Road Factory are as follows:
1. Rainwater and sewage diversion and clean sewage diversion are
63 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
practiced.
2. Production wastewater: the production wastewater as gathered from the
plant area via the pipeline to the regulating tank of sewage treatment
station are subject to neutralization flocculation coarse sedimentation air
flotation acidifying aerobic biochemistry reaction sedimentation and
regulating. Once acceptable to the standard the production wastewater
will be discharged to the municipal sewage pipeline an intelligent sewage
treatment control system that can prevent any unacceptable sewage from
accessing to the municipal sewage pipeline. An automatic monitoring
system is implemented in the plant area which allows the environmental
protection authority to monitor how the sewage station operates in the
plant area.
3. Domestic sewage: The oily wastewater generated in the canteen is
pretreated by the oil trapping facility and the domestic sewage is treated
by the septic tank. Once acceptable to the pipeline conveyance standard
designated by the Sewage Treatment Plant the domestic wastewater will
be discharged to the municipal sewage pipeline system.The above wastewater and sewage subject to the treatment process are
finally discharged to Chunxiao municipal sewage pipeline system via a
drain outlet finally to Chunxiao Sewage Treatment plant. The normative
standard applicable to sewage discharge of Chunxiao Plant: total zinc is
subject to Grade 1 standard as contained in Table 4 of the "Integrated
Wastewater Discharge Standard" (GB8978-1996) other contents are
subject to the pipeline conveyance standard of Chunxiao Sewage
Treatment Plant. Actual data of production wastewater test: total zinc is
0.038mg/L pH value is 8.31 suspended matter is 10mg/L COD is
55mg/L; domestic wastewater test data: pH value is 7.60 suspended
matter is 97mg/L COD It is 354mg/L all data are acceptable.
4. In the plant rubber scraps non-conforming products in production and
scrap metal generated by mold repair are identified as general solid
wastes sorted out by category then disposed and recycled. Waste
activated carbon waste paint slags pickling and phosphate slags and
waste oil generated in the production process are identified as hazardous
wastes a yard for storage of hazardous wastes has been set up in
accordance with the national applicable provisions. The application for
transfer of hazardous wastes has been submitted in accordance with the
applicable management provisions of Ningbo Ecological Environment
Bureau. And the agreements for disposal of hazardous wastes have been
signed with Ningbo Beilun Environmental Solid Waste Disposal Co.Ltd. Hangzhou Fuyang Shenneng Solid Waste Environmental Recycling
Co. Ltd. and Ningbo Zhende Environmental Technology Co. Ltd.
2 Ningbo Tuopu 1. The materials categorized as general solid waste include industrial
Chassis Systems Co. waste from plants baling tape waste rubber scrap rubber products
Ltd. containing iron or steel scrap aluminum waste mold materials (such as
angle heads and iron chips) cooked iron foam waste wood solid casting
sand scrap iron or steel products waste copper waste brass blocks waste
cardboard boxes iron wire barrels steel froth shot peening ash and
sand. These materials are collected for unified external sales and
comprehensive utilization.
2. Waste plastic drums in the plant waste iron drums waste cutting fluid
waste oil sludge aluminum ash and aluminum dregs are hazardous
waste in accordance with the national hazardous waste collection
packaging storage transportation disposal requirements for the
establishment of hazardous waste yards and warehouses and in
accordance with the requirements of the Environmental Protection Bureauof the hazardous waste management unified in the “national solid waste
64 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024and chemical management information system” for the transfer ofhazardous wastes. “Hazardous waste transfer declaration. The factoryentrusted Hongkong Cheng Inspection Technology (Ningbo) Co. Ltd. to
test and all the tests are qualified. The factory has signed the solid waste
and hazardous waste disposal agreement with the following units:
Zhejiang Environmental Protection Group Beilun Shangke Environmental
Protection Technology Co. Ltd. Ningbo Juxin Environmental Protection
Products Co. Ltd.， Zhejiang Lvchen Environmental Technology Co.Ltd.，Zhejiang Meichen New Materials Technology Co. Ltd.，ZhejiangHuanyi Resource Utilization Co. Ltd. ， Ningbo Beilun WolongEnvironmental Technology Co. Ltd. and Zhejiang Huding
Environmental Technology Co. Ltd.
3 Ningbo Tuopu 1. It implements rainwater and sewage diversion and clean sewage
Automobile Parts diversion.Co. Ltd. 2. Production wastewater: After collecting all production wastewater from
the plant to the collection tank of sewage treatment station through
pipeline it will be discharged into the municipal sewage pipeline after
pretreatment mediation reaction precipitation neutralization hydrolysis
acidification aerobic biochemistry secondary precipitation flocculation
precipitation and other processes to finally reach the standard. Eliminate
non-standard sewage into the municipal pipeline network.
3. Domestic Wastewater: The oily wastewater generated by the cafeteria
is pre-treated by grease traps and the domestic wastewater is treated by
septic tanks and then discharged into the municipal wastewater pipeline
network of Hangzhou Bay New Area after reaching the standard of
Hangzhou Bay New Area Sewage Treatment Plant.After the above wastewater and sewage treatment one way of wastewater
and wastewater is discharged into Hangzhou Bay New Area municipal
sewage pipeline through 02WS863 outlet and the other way of
wastewater is discharged into Hangzhou Bay New Area municipal
sewage pipeline into the city sewage treatment plant through 01WS703
outlet.Factory wastewater discharge standards for: GB8978-1996
"Comprehensive Emission Standards for Sewage" in the third level
ammonia nitrogen and total phosphorus to implement the "Zhejiang
Province local standards for industrial wastewater nitrogen phosphorus
pollutants indirect discharge limits" (DB33/887-2013) discharged into the
municipal wastewater network and ultimately by the wastewater
treatment plant treatment of the "urban sewage treatment plant pollutant
emission standards" ( GB18918-2002) and then discharged into the
municipal sewage pipe network.Hangzhou Bay factory sewage after treatment into the city network
standards. Actual production wastewater testing data: Discharge Outlet 1:
pH 8.4 COD 44mg/L ammonia nitrogen 1.27mg/L suspended solids
32mg/L petroleum 0.41mg/L total phosphorus 0.67mg/L zinc
1.09mg/L anionic surfactant 0.24mg/L total nitrogen 5.55mg/L five-day
biochemical oxygen demand 4.4mg/L; Discharge Outlet 2: pH 6.6 COD
180mg/L suspended solids 7mg/L petroleum 0.37mg/L total phosphorus
0.11mg/L anionic surfactant 0.16mg/L five-day BOD 35.5mg/L all of
which meet the requirements.
4. Metal trimmings within the facility non-compliant products during
production maintenance of waste metal molds rubber edges and waste
packaging are classified as general solid waste. These items are subject to
unified collection sale and comprehensive utilization. Hazardous waste
such as waste paint residue waste rubber waste packaging drums sludge
65 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
activated carbon cleaning waste liquid waste emulsion waste engine oil
aluminum ash and aluminum dregs must be handled in accordance with
national regulations. Hazardous waste yards and warehouses should be
established to meet the requirements of the Environmental Protection
Bureau. The transfer of hazardous waste declaration should be done
through the "National Solid Waste and Chemical Management
Information System" and disposal agreements with Ningbo Beilun
Environmental Protection Solid Waste Disposal Co. Ltd. Zhejiang
Kaikang Metal Products Co. Ltd. Ningbo Bochuan Waste Liquid
Disposal Co. Ltd. Dongyang Mason Industry and Trade Co. Ltd.Ningbo Juxin Environmental Protection Products Co. Ltd. Zhejiang
Lvchen Environmental Protection Science and Technology Co. Ltd. and
Zhejiang Environmental Protection Group Beilun Shanke Environmental
Protection Science and Technology Co. Ltd. must be adhered to.
4 Ningbo Electric 1. Rainwater and sewage diversion and clean sewage diversion is
Vehicle Thermal practiced.Management System 2. Production wastewater: After collecting all production wastewater from
(Ningbo) Co. Ltd. the plant to the collection tank of sewage treatment station through
pipeline it will be discharged into the municipal sewage pipeline after
pretreatment mediation reaction precipitation neutralization hydrolysis
acidification aerobic biochemistry secondary precipitation flocculation
precipitation and other processes to finally meet the standard. Eliminate
non-standard sewage into the municipal pipeline network.
3. Domestic Wastewater: The oily wastewater generated by the cafeteria
is pre-treated by grease trap facilities and the domestic wastewater is
treated by septic tanks and then discharged into the municipal sewage
network of Hangzhou Bay New Area after reaching the standard of
Hangzhou Bay New Area Sewage Treatment Plant.After the above wastewater and sewage treatment three of the sewage
and wastewater are discharged into Hangzhou Bay New Area municipal
sewage pipeline through WS808 WS111 and WS101 drainage outlets
into the city sewage treatment plant.The factory adheres to the sewage discharge standards outlined in
GB8978-1996 known as the "comprehensive sewage discharge
standards" at the third level. According to these standards the factory
discharges ammonia nitrogen and total phosphorus into the municipal
sewage network following the limits set by the local standards for
industrial wastewater nitrogen and phosphorus pollutants indirect
discharge limits in Zhejiang Province (DB33/887-2013). The discharged
wastewater is then treated at the sewage treatment plant to meet the
"municipal wastewater treatment plant emission standards" at level 1 as
specified in GB18918-2002. After meeting the Class A standard of
GB18918-2002 the treated wastewater is discharged into the sea. In
Hangzhou Bay the factory's sewage is treated according to the municipal
pipeline network standards. The actual testing data of the wastewater
produced during the factory's production process is as follows: the pH
value is 7.3 COD is 358mg/L ammonia nitrogen is 7.58mg/L suspended
solids are 85mg/L petroleum is 0.21mg/L total phosphorus is 1.06mg/L
zinc is 0.01mg/L anionic surfactant is 0.66mg/L total nitrogen is
4.57mg/L and five-day biochemical oxygen demand is 156mg/L. These
values are in compliance with the required standards.Metal trimmings within the plant are used in the production of
substandard products while waste metal mold maintenance rubber edges
and waste packaging are considered general solid waste. These materials
are subject to unified collection and sale for comprehensive utilization.
66 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Hazardous waste such as waste paint residue waste rubber waste
packaging drums sludge activated carbon cleaning waste liquid waste
emulsion waste engine oil aluminum ash and aluminum dregs must be
handled in accordance with national regulations. This includes proper
collection packaging storage transportation and disposal. Hazardous
waste yards and warehouses should be established to meet these
requirements. Additionally compliance with the Environmental
Protection Bureau's guidelines for hazardous waste management is
essential. Various companies including Ningbo Beilun Environmental
Protection Solid Waste Disposal Co. Ltd. Zhejiang Kaikang Metal
Products Co. Ltd. Ningbo Bochuan Waste Liquid Disposal Co. Ltd.Dongyang Meichen Industry and Trade Co. Ltd. Ningbo Juxin
Environmental Protection Products Co. Ltd. Zhejiang Lvchen
Environmental Protection Technology Co. Ltd. and Zhejiang Province
Environmental Protection Group Beilun Shangke Environmental
Protection Science and Technology Co. Ltd. have signed hazardous
waste disposal agreements to ensure proper handling of such materials.
5 Tuopu Skateboard 1. Rainwater and sewage diversion and clean sewage diversion are
Chassis (Ningbo) implemented.Co. Ltd. 2. Production wastewater: After collecting all production wastewater from
the plant to the collection tank of the wastewater treatment station through
the pipeline it will be discharged into the municipal wastewater pipeline
after pretreatment mediation reaction precipitation neutralization
hydrolysis and acidification aerobic biochemistry secondary
precipitation flocculation and precipitation and other processes that
finally meet the standard. Eliminate non-standard sewage into the
municipal pipeline network.
3. Domestic Wastewater: The oily wastewater generated by the cafeteria
is pre-treated by grease traps and the domestic wastewater is treated by
septic tanks and then discharged into the municipal wastewater pipeline
network of Hangzhou Bay New Area after reaching the standard of
Hangzhou Bay New Area Sewage Treatment Plant.After the above wastewater and sewage treatment one way of wastewater
and wastewater is discharged into Hangzhou Bay New Area municipal
sewage pipeline through WS0001 outlet and the other way of wastewater
is discharged into Hangzhou Bay New Area municipal sewage pipeline
into the city sewage treatment plant through WS0155 outlet.The factory adheres to the sewage discharge standard GB8978-1996
classified as the third level under the "Comprehensive Sewage Discharge
Standard." Ammonia nitrogen and total phosphorus will be released into
the municipal sewage system following the "Indirect Emission Limits of
Nitrogen and Phosphorus Pollutants in Industrial Enterprises Wastewater
Local Standard of Zhejiang Province" (DB33/887-2013). Subsequently
these substances will undergo treatment at the wastewater treatment
facility to comply with the "Pollutant Emission Standard for Urban
Wastewater Treatment Plants" (GB18918-2002) at the first level
specifically the Class A standard before being discharged into the sea.The treated sewage from the Hangzhou Bay factory meets the municipal
pipeline network standards. The actual wastewater testing results indicate
a pH of 7.6 mg/L chemical oxygen demand of 62 mg/L five-day
biochemical oxygen demand of 19.4 mg/L suspended solids of 18 mg/L
total phosphorus of 0.04 mg/L ammonia nitrogen of 0.948 mg/L
petroleum at 1.70 mg/L anionic surfactant at 0.908 mg/L total aluminum
at 0.087 mg/L and total nitrogen at 5.087 mg/L. All these parameters
comply with the established requirements.
67 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Industrial waste in the plant baling tape waste saw blades waste rubber
edge scrap rubber-containing iron (just) products scrap
rubber-containing aluminum products waste mold materials (waste mold
materials iron chips cooked iron foam) scrap iron (just) products waste
copper waste brass waste cardboard boxes iron wire barrels steel foam
belongs to the general solid waste after the collection of the unified
outsourcing of comprehensive utilization. For waste plastic drums waste
iron drums waste cutting fluid waste oil sludge aluminum ash
aluminum slag are hazardous waste according to the national hazardous
waste collection packaging storage and transportation disposal
requirements for the establishment of hazardous waste yards and
warehouses and according to the Environmental Protection Bureau of the
hazardous waste management requirements unified in the "National Solid
Waste and Chemical Management Information System". Ningbo Chengjie
Property Management Co. Ltd. Ningbo Yibang Renewable Resources
Co. Ltd. Ningbo Bochuan Waste Liquid Disposal Co. Ltd. Dongyang
Mason Industry and Trade Co. Ltd. Ningbo Juxin Environmental
Protection Products Co. Ltd. Zhejiang Lvchen Environmental Protection
Science and Technology Co. Ltd. Zhejiang Environmental Protection
Group Beilun Shangke Environmental Protection Technology Co. Ltd.And signed a technical service agreement regarding emulsion separation
with Frank Lubrication Technology (Taizhou) Co. Ltd.
6 Suining Tuopu 1. Diversion of rainwater and sewage diversion of clean water and
Automobile Chassis sewage is practiced.Systems Co. Ltd. 2. Production wastewater: the production wastewater as gathered from the
plant area via the pipeline to the regulating tank of sewage treatment
station are subject to neutralization flocculation coarse sedimentation air
flotation acidifying aerobic biochemistry reaction sedimentation and
regulating. Once acceptable to the standard the production wastewater
will be discharged to Longyanjing Sewage Treatment Plant. An automatic
monitoring system is implemented which allows the environmental
protection authorities at all levels in Sichuan to monitor how the sewage
station operates in the plant area and the emission indexes.
3. Domestic sewage: The oily wastewater generated in the canteen is
pretreated by the oil trapping facility the Longyanjing Wastewater
Treatment Plant receives domestic sewage after it has undergone
pre-treatment in septic tanks. The sewage is then treated and discharged in
accordance with the set standards.The above wastewater and sewage subject to the treatment process are
discharged into the municipal sewage pipeline of Anju Industrial
Concentration Development Zone finally to Longyanjing Sewage
Treatment Plant.The implementation standard of sewage discharge in the plant is the
tertiary standard of “Comprehensive Sewage Discharge Standard”
GB8978-1996. Sewage after treatment into the city pipe network
standards. The actual production wastewater test data: total nickel
0.016mg/L pH value 7.2 COD 212.6mg/L ammonia nitrogen 6.32mg/L
petroleum 0.21mg/L. The domestic wastewater test data: pH value 7.73
suspended solids 1.78mg/L COD 105.3mg/L all in line with the
requirements.
4. Metal scraps generated in the factory along with non-compliant
products from production and waste metal from mold maintenance are
classified as general solid waste which is collected and sold for
comprehensive recycling. Conversely waste materials such as paint
sludge pickling phosphate residues and used oil are categorized as
68 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
hazardous waste. In compliance with national regulations regarding the
collection packaging storage transportation and disposal of hazardous
waste designated hazardous waste yards and warehouses must be
established incorporating measures to prevent seepage leaks and spills.Additionally hazardous waste management records should be maintained
and a joint bill of lading system for transfers must be implemented
adhering to the guidelines set forth by the Ecological and Environmental
Protection Bureau for hazardous waste transfer declarations. A hazardous
waste disposal agreement has been established between Suining Tuopu
and Sichuan Xingmao Petrochemical Co. Ltd.The plant arranges production facilities in a reasonable way improves
processes and increase the recycling of water and reduces the emissions
of sewage. The automatic sewage monitoring system is operating
normally and connected to the environmental protection authority for data
transmission in real time and the environmental protection authorities at
the provincial city and county levels can monitor it in real time.
7 Zhejiang Towin 1. Diversion of rainwater and sewage diversion of clean water and
Automobile Parts sewage is practiced.Co. Ltd. 2. Production wastewater: the production wastewater as gathered from the
plant area via the pipeline to the regulating tank of sewage treatment
station are subject to neutralization flocculation coarse sedimentation air
flotation acidifying aerobic biochemistry reaction sedimentation and
regulating. Once acceptable to the standard the production wastewater
will be discharged to the municipal sewage pipeline of the Development
Zone. An automatic monitoring system is implemented to prevent any
unacceptable sewage from accessing to the municipal sewage pipeline.The environmental protection authorities at all levels across the nation
can monitor how the sewage station operates in the plant area and the
emission indexes.
3. Domestic sewage: The oily wastewater generated in the canteen is
pretreated by the oil trapping facility and the domestic sewage is treated
by the septic tank. Once acceptable to the pipeline conveyance standard
designated by Wuyi NO.1 Sewage Treatment Plant the domestic
wastewater will be discharged to the municipal sewage pipeline system.The above wastewater and sewage treatment is finally discharged into the
municipal sewage pipeline of Wuyi Baihuashan Industrial Park through a
sewage outfall and into the Wuyi First Sewage Plant for treatment. Plantsewage discharge standards for GB8978-1996 “comprehensive sewagedischarge standards” in the third level sewage after treatment into the city
pipe network standards. The actual production of wastewater testing data:
pH value of 7.15 suspended solids 28 mg / L COD 42.24mg / L five-day
BOD 45.2mg / L ammonia nitrogen 9.206mg / L total phosphorus
0.092mg / L 0.55mg / L petroleum anionic surfactant 6.05mg / L are in
line with the requirements.
4、Metal trimmings in the plant non-conforming products in production
mold maintenance of waste metal is general solid waste after unified
collection and sale of comprehensive utilization. For the waste paint slag
pickling phosphating slag activated carbon etc. are hazardous waste
according to the national hazardous waste collection packaging storage
transportation disposal requirements to establish a hazardous waste yard
and warehouse and in accordance with the Wuyi Environmental
Protection Bureau of hazardous waste management requirements in the
Zhejiang Province Solid Waste Supervision and Management Information
System for the transfer of hazardous wastes to declare and Zhejiang Red
Lion Environmental Protection Co. Ltd. and Zhejiang Yulong
69 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Environmental Protection Technology Co. Ltd.The factory has reasonable layout of production equipment optimize the
process increase the reuse of water resources reduce the amount of
sewage discharge sewage automatic monitoring system running
normally and with the environmental protection department we have
signed the agreement on the disposal of hazardous wastes.
8 Hunan Towin 1. Rainwater and sewage diversion is practice.
Automobile Parts 2. Production wastewater: 1 wastewater treatment station with a
Co. Ltd. treatment capacity of 15m3/h treatment processes include: fluorescent
osmosis solution cleaning wastewater pretreatment process hydrolysis
adjustment process biochemical contact oxidation process depth
treatment process etc.; production wastewater is optimized and adjusted
and 60% of the water treated by the wastewater treatment station is reused
for production and 40% of the wastewater is discharged into municipal
wastewater pipeline network after treatment up to the standard; the waste
cutting fluid as a hazardous waste it will be handed over to the third
party qualified unit for treatment.
3. Domestic wastewater: grease trap (20m3/d) and septic tank (50m3/d)
are discharged into the municipal sewage network after the septic tank
treatment is up to standard. After treatment the above wastewater and
sewage are discharged into Xiangtan municipal sewage pipeline into
Jiuhua Sewage Plant through the factory's total outlet DWO01 outlet.
4. Metal trimmings in the plant the production of substandard products
mold maintenance of waste metal rubber edges waste packaging belongs
to the general solid waste after unified collection and sale of
comprehensive utilization. For waste rubber waste drums sludge waste
activated carbon waste emulsion waste oil aluminum ash aluminum
slag dust collected by bag filter are hazardous waste according to the
national requirements for hazardous waste collection packaging storage
and transportation disposal of hazardous waste warehouse has been set
up and according to the requirements of the Environmental Protection
Bureau of the management of hazardous waste unified in the "NationalSolid Waste and Chemical Management Information System” and
hazardous waste disposal agreements were concluded with Hunan
Hanyang Environmental Protection Technology Co. Ltd Hunan Jingyi
Xiangtai Environmental Protection Hi-Tech Co. Ltd Yuanda (Hunan)
Renewable Fuel Co. Ltd. and Hunan Yongxinyuan Environmental
Protection Co. Ltd.
3. EIA of construction projects and administrative permits granted to other environmental protection
√Applicable □Non-applicable
S/N Name of Administrative licenses for environmental protection
company/Subsidiary
1 Ningbo Tuopu Group 1. Emission Permit No.: Factory No. 36 Guanhai Road:
Co. Ltd. 91330200761450380T001V Factory No. 1 Longtanshan Road:
91330200761450380T004Y Factory No. 59 Guanhai Road:
91330200761450380T007Y Factory No. 666 West Hengshan Road:
91330200761450380T002U Factory No. 99 Chunxiao Avenue:
91330200761450380T006Z Factory No. 268 Yukwangshan Road:
91330200761450380T005W Factory No. 339 West Batou Road:
70 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
91330200761450380T003W.
2. Drainage Permit No.: Factory No. 36 Guanhai Road: Zhelun Chun
Dai Zi No. 5004 Factory No. 59 Guanhai Road: Zhelun Xiaoxiao Dai
Zi No. 00035 Factory No. 99 Chunxiao Avenue: Zhelun Xiaoxiao Dai
Zi No. 00023 Factory No. 268 Yuwangshan Road: Zhelun Dai Zi No.
5003.
3. Radiation Safety License Certificate No. Zhejiang Environmental
Irradiation Certificate [B3021].
2 Ningbo Tuopu Chassis 1 ． Fixed pollution sources discharge registration receipt No.
Systems Co. Ltd. 91330212MA2H69JB4K001Y.
2. Wewage discharge license No.: 91330212MA2H69JB4K.
3 Ningbo Tuopu 1． Urban sewage access to the drainage network license Zheji No.
Automobile Parts Co. 2416.Ltd. 2. Sewage Discharge License Certificate No.
91330201MA2833A9XR001Q.
3． Radiation:Safety License Certificate No. Spoke [B2971].
4 Ningbo Electric 1． Urban sewage connected to the drainage network license: Zheji No.
Vehicle Thermal 2360 Zheji No. 2361 Zheji No. 2362.Management System 2. Discharge Permit Certificate No. 91330201MA2J3L9257002W
(Ningbo) Co. Ltd. 91330201MA2J3L9257001X 91330201MA2J3L9257003X.
3. Radiation Safety License Certificate No. ZHEHUANRADIATION
CERTIFICATE [B3074].
5 Tuopu Skateboard 1. Fixed pollution sources discharge registration receipt No.
Chassis (Ningbo) Co. 91330201MA7FLHGH5K002Y.Ltd. 2. Radiation Safety License Certificate No. ZHEHUANRADIATION
CERTIFICATE (B1388).
6 Suining Tuopu 1. Sewage license certificate No. 91510904071417225P001U.
Automobile Chassis
Systems Co. Ltd.
7 Zhejiang Towin 1. Urban sewage connected to the drainage network license: Zhewu
Automobile Parts Co. sewage discharge word No. 2022085.Ltd. 2. Sewage license certificate No. 91330723MA29PBM72F001U.
8 Hunan Towin 1. Urban sewage into the drainage network license certificate No.
Automobile Parts Co. 41111 words No. 0319.Ltd. 2. Discharge Permit Certificate No. 91430300MA4PDKMY0M001Q.
3. Radiation Safety License Certificate No.: Hunan Environmental
Radiation Certificate [C0168]
4. Emergency response for environmental contingencies
√Applicable □Non-applicable
S/N Name of company/Subsidiary Emergency plan declaration filing number
1 Ningbo Tuopu Group Co. Ltd. 33026-2025-205-L
2 Ningbo Tuopu Chassis Systems 330212-2024-081-L
Co. Ltd.
3 Ningbo Tuopu Automobile Parts 330282（H）-2022-043L
Co. Ltd.
4 Ningbo Electric Vehicle Thermal 330282(H)-2024-023L for Phase 3， 330282(H)-2024-030L
Management System (Ningbo) for Phase 4， 330282(H)-2024-032L for Phase 5
Co. Ltd.
5 Tuopu Skateboard Chassis TPHBDP-2024-04
(Ningbo) Co. Ltd.
6 Suining Tuopu Automobile 510904-2024-14-L
Chassis Systems Co. Ltd.
71 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
7 Zhejiang Towin Automobile 330206-2015-007-L
Parts Co. Ltd.
8 Hunan Towin Automobile Parts 430304-2024-036-L
Co. Ltd.
5. In-house environmental monitoring plan
√Applicable □Non-applicable
The Company tests wastewater waste gas noise at plant boundaries and radiation levels in all plants at
regular intervals every year which are found to be acceptable under the national standards; the plan for
disposal of hazardous wastes is submitted earlier each year.
6. Administrative penalties due to environmental concerns during the reporting period
□Applicable √Non-applicable
7. Other environmental information that should be disclosed
□Applicable √Non-applicable
(2)Notes to the environmental protection of the companies other than key emission entities
√Applicable □Non-applicable
1. Administrative penalties for environmental problems
2. Disclosure of other environmental information with reference to key emission units
□Applicable √Non-applicable
3. Reasons for not disclosing other environmental information
□Applicable √Non-applicable
(3)Relevant information that benefits ecosystem protection pollution control and fulfillment
environmental responsibilities
√Applicable □Non-applicable
The company's management places significant emphasis on developing an ESG system and is
dedicated to establishing a sustainable development management framework for ESG. To uphold
corporate ESG responsibilities we actively advocate for green and low-carbon production practices
thereby fulfilling our social obligations related to energy conservation low carbon emissions and
environmental protection.
(4)Measures and effects taken to reduce carbon emissions during the reporting period
Whether to take carbon reduction measures Yes
Reduction emissions of carbon dioxide equivalent (unit: in tons) 144731
Types of carbon reduction measures (e.g.: using clean energy to generate electricity Use photovol
using carbon reduction technique in the production process developing and producing taic power f
new products that contribute to reducing carbon emissions) or generation
Particular notes
√Applicable □Non-applicable
The Company has consistently enhanced its installed photovoltaic capacity with a steady increase
in annual electricity generation. In 2024 the Company plans to incorporate an additional 14.45 MW of
photovoltaic capacity resulting in a total installed capacity of 142 MW and an annual electricity
generation capacity of 145.16 million kWh alongside a reduction of CO2 emissions by 144731 tons
each year. Furthermore the Company will continue to expand its efforts in implementing distributed
72 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
photovoltaic power plants and energy storage systems while actively pursuing various initiatives to
further decrease carbon emissions ultimately working towards the achievement of a zero-carbon factory.Ⅱ. Fulfillment of social responsibility
(1) Whether to disclose social responsibility report sustainable development report or ESG
report one by one
□Applicable √Non-applicable
(2) Particulars on fulfillment of social responsibility
√Applicable □Non-applicable
External donations public Quantity/Content Description
welfare projects
Total amount donated (yuan) 30
Of which: funds (yuan) 30 Donation of RMB 300000 to the
environmental protection initiative
Materials and
supplies equivalent to (in RMB
10000)
Number of people benefited
(persons)
Particular Notes
√Applicable □Non-applicable
In May 2024 the Company donated RMB 300000 to Ningbo Beilun “Liangshan” Environmental
Protection Foundation;
Ⅲ. Particulars of consolidating and expanding the deliverables of poverty alleviation rural
revitalization and other tasks
□Applicable √Non-applicable
Particular Notes
□Applicable √Non-applicable
73 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Section 6 Significant Events
I. Performance of commitments
(1) Commitments made by actual controllers shareholders related parties acquirers of the Company and the Company and other related parties
making commitments during the reporting period or continuing to the reporting period
√Applicable □Non-applicable
If such
Whether Whether commitments If such
Background commitments Background
of Type of Committe
Date and there is a performe cannot be
commitment d by Content of commitment deadline of deadline for d strictly completed
cannot be of
commitment commitment performanc and timely state completed commitmen
e timely the specific timely state t
reason the next plan
Horizontal MECCA 1. The Company does not March 2012 No Continuo Yes NA NA
competition INTERN have and will not be us
ATIONA directly or indirectly
L engaged in or by any form
HOLDIN including but not limited toG （HK） holding participating of
LIMITED shares joint venture
associate partnership lease
Commitment agent operation trust or
related to other similar form engage in
IPO any operation or activity thatmay have constituted or
substantially constitute a
current or potential
competition against the
existing and future
operations of Tuopu Group
and its holding subsidiaries.
2. For companies and
economic entities directly or
74 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
indirectly controlled by the
Company the Company will
procure such companies and
economic entities to perform
the obligations of avoiding
competition as contained in
the letter of commitment
having equivalent standards
to the Company/Enterprise
by sending out institutions
and persons (including but
not limited to directors
managing directors
financial officers) or by
gaining the controlling
status (e.g.: shareholders’
rights directors’ rights) so
as to keep such companies
and economic entities from
competing against Tuopu
Group and its subsidiaries.
3. If any change in policies
and regulations or other
reasons that are not
attributable to the Company
unavoidably causes other
companies or economic
entities controlled by
Company or any company
or economic entity that the
Company may impose
significant impact has
constituted or may
potentially constitute
competition Tuopu Group
75 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
shall have the right of first
refusal as to the trusted
management (contracting
operation leasing operation)
or acquisition in respect of
such operations that have
constituted or may
potentially constitute
competition.
4. The above commitments
are unconditional if a
violation of the above
commitments inflicts any
financial loss to Tuopu
Group the Company will
indemnify other
shareholders or interested
parties of Tuopu Group
against such losses as
comprehensive prompt and
sufficient.
5. This letter of commitment
shall remain in force and
effect whenever the
Company and any company
controlled by the Company
are related to Tuopu Group.Resolve MECCA 1. The Company and its March 2012 No Continuo Yes NA NA
related party INTERN controlled entities will do us
transactions ATIONA the utmost to avoid related
L transactions with the issuer
HOLDIN and its subsidiaries.G （HK） 2. If related party
LIMITED transactions are
unavoidable both parties to
76 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
the transactions will strictly
follow the normal business
code of conduct. The pricing
policy applicable to related
party transactions must
follow the principles of
fairness impartiality and
openness in the market and
the transaction price is fixed
at the price at which the
transaction are conducted
with an independent third
party in the market. For
major related party
transactions without market
price available for
comparison or pricing is
restricted the transaction
price shall be fixed at the
cost of the commodities or
labor services traded in
accordance with a
reasonable profit standard
with a view to ensuring fair
transaction prices.
3. The Company undertakes
to perform the necessary
procedures in strict
accordance with the current
national laws regulations
normative documents the
“Articles of Association”the “Related PartyTransaction ControlSystem” and other
77 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
applicable provisions
adhere to the principles of
market fairness fairness and
openness and define the
rights and obligations of
both parties and maintain
the fairness and
reasonableness of related
party transactions without
any circumstance
prejudicing the interests of
all shareholders of Tuopu.
4. The Company and its
controlled entities will not
illegally occupy the funds
and any other assets and
resources of Tuopu Group
for any reason or in any
manner whatsoever and will
not require Tuopu Group to
provide any form of
guarantee under any
circumstances whatsoever.
5. The above commitments
are unconditional if a
violation of the above
commitments inflicts any
financial loss to Tuopu
Group the Company will
indemnify other
shareholders or interested
parties of Tuopu Group
against such losses as
comprehensive prompt and
sufficient.
78 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
6. This letter of commitment
shall remain in force and
effect whenever the
Company and its controlled
entities are related to Tuopu
Group.Other MECCA If the issuer's prospectus March 2015 No Continuo Yes NA NA
INTERN contains any falsified us
ATIONA records misleading
L statements or material
HOLDIN omissions which constitutesG （HK） a significant and substantial
LIMITED impact on determining
whether the issuer meets the
issuance conditions as
prescribed by law the
Company will within 30
days after the CSRC rules
illegal facts repurchase the
restricted shares that are
originally transferred and
urge the issuer to repurchase
all new shares in this public
offering; the Company will
fix the repurchase price at
the higher of the issuer's
stock issue price and the
average transaction price of
the issuer's stock within 30
trading days before the
CSRC rules illegal facts and
repurchase all the original
restricted shares that have
been sold. If the issuer's
shares are involved in the
79 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
issuance of bonus shares or
conversion of capital
reserves into share capital
such issue price and
repurchase quantity will be
adjusted where applicable.The Company will
indemnify the investors
enduring financial losses in
securities transactions due to
false records misleading
statements or material
omissions in the issuer's
prospectus for this public
offering of stocks. Within 30
days after such illegal facts
are ruled by CSRC the
stock exchange or the
judicial authority the
Company will in line with
the principles of simplifying
procedures actively
negotiating compensating in
advance maintaining the
interests of investors
especially small and
medium investors and in
accordance with the
measurable economic losses
directly endured by
investors elect to reconcile
with investors mediate with
investors through third
parties or otherwise
establish investor
80 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
compensation funds to
actively indemnify the
investors harmless from and
against the direct economic
losses endured therein. The
standard scope of subjects
and sum of such indemnity
shall be subject to the final
indemnification plan
prevailing in the occurrence
of the above circumstances.Others MECCA From August 31 2012 August No Continuo Yes NA NA
INTERN nothing will procure Ningbo 2012 us
ATIONA Tuopu Group Co. Ltd. to
L use any raised funds from
HOLDIN this issuance and listing forG （HK） real estate business or real
LIMITED estate enterprises.Others Ningbo If the issuer's prospectus March 2015 No Continuo Yes NA NA
Tuopu contains any falsified us
Group records misleading
Co. Ltd. statements or material
omissions which constitutes
a significant and substantial
impact on determining
whether the issuer meets the
issuance conditions as
prescribed by law the
Company will within 30
days after the CSRC rules
illegal facts repurchase the
restricted shares that are
originally transferred and
urge the issuer to repurchase
all new shares in this public
81 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
offering; the Company will
fix the repurchase price at
the higher of the issuer's
stock issue price and the
average transaction price of
the issuer's stock within 30
trading days before the
CSRC rules illegal facts and
repurchase all the original
restricted shares that have
been sold. If the issuer's
shares are involved in the
issuance of bonus shares or
conversion of capital
reserves into share capital
such issue price and
repurchase quantity will be
adjusted where applicable.The Company will
indemnify the investors
enduring financial losses in
securities transactions due to
false records misleading
statements or material
omissions in the issuer's
prospectus for this public
offering of stocks. Within 30
days after such illegal facts
are ruled by CSRC the
stock exchange or the
judicial authority the
Company will in line with
the principles of simplifying
procedures actively
negotiating compensating in
82 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
advance maintaining the
interests of investors
especially small and
medium investors and in
accordance with the
measurable economic losses
directly endured by
investors elect to reconcile
with investors mediate with
investors through third
parties or otherwise
establish investor
compensation funds to
actively indemnify the
investors harmless from and
against the direct economic
losses endured therein. The
standard scope of subjects
and sum of such indemnity
shall be subject to the final
indemnification plan
prevailing in the occurrence
of the above circumstances.Others Ningbo If the company's stock price March 2015 No Continuo Yes NA NA
Tuopu falls below its audited net us
Group assets per share in the
Co. Ltd. previous year within three
years after its IPO and
listing (hereinafter referred
to as "net asset value per
share" total number of the
ordinary shareholders'
equity attributable to the
parent in the consolidated
financial statements/number
83 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
of shares of the company at
the end of the year if the
company conducts ex-rights
or ex-dividends due to
distribution of cash
dividends bonus shares
conversion of share capital
additional issuance of new
shares the above price
should be adjusted
accordingly hereinafter
inclusive). The Company
repurchases its shares
through centralized bidding
tender offer or other means
as approved by the securities
regulatory authorities. The
Company further commits
that total amount of funds
used to repurchase shares
must not exceed the total
sum of funds raised by its
IPO of new shares; the
amount of funds used to
repurchase its shares for
stabilizing the stock price
within each period of 12
months from the date of
listing shall not be less than
RMB 50 million and the
repurchase price must not
exceed the latest audited net
asset value per share before
the announcement of such
price stability plan.
84 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Others Ningbo From August 31 2012 August No Continuo Yes NA NA
Tuopu nothing will procure Ningbo 2012 us
Group Tuopu Group Co. Ltd. to
Co. Ltd. use any raised funds from
this issuance and listing for
real estate business or real
estate enterprises.Resolve Wu 1. I and controlled entities March 2012 No Continuo Yes NA NA
related party Jianshu will do the utmost to avoid us
transactions related transactions with the
issuer and its subsidiaries.
2. If related party
transactions are
unavoidable both parties to
the transactions will strictly
follow the normal business
code of conduct. The pricing
policy applicable to related
party transactions must
follow the principles of
fairness impartiality and
openness in the market and
the transaction price is fixed
at the price at which the
transaction are conducted
with an independent third
party in the market. For
major related party
transactions without market
price available for
comparison or pricing is
restricted the transaction
price shall be fixed at the
cost of the commodities or
labor services traded in
85 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
accordance with a
reasonable profit standard
with a view to ensuring fair
transaction prices.
3. I undertake to perform the
necessary procedures in
strict accordance with the
current national laws
regulations normativedocuments the “Articles ofAssociation” the “RelatedParty Transaction ControlSystem” and other
applicable provisions
adhere to the principles of
market fairness fairness and
openness and define the
rights and obligations of
both parties and maintain
the fairness and
reasonableness of related
party transactions without
any circumstance
prejudicing the interests of
all shareholders of Tuopu.
4. I and controlled entities
will not illegally occupy the
funds and any other assets
and resources of Tuopu
Group for any reason or in
any manner whatsoever and
will not require Tuopu
Group to provide any form
of guarantee under any
circumstances whatsoever.
86 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
5. The above commitments
are unconditional if a
violation of the above
commitments inflicts any
financial loss to Tuopu
Group I will indemnify
other shareholders or
interested parties of Tuopu
Group against such losses as
comprehensive prompt and
sufficient.
6. This letter of commitment
shall remain in force and
effect whenever I and any
company controlled by I are
related to Tuopu Group.Resolve Wu 1. I does not have and will March 2012 No Continuo Yes NA NA
horizontal Jianshu not be directly or indirectly us
competition engaged in or by any form
including but not limited to
holding participating of
shares joint venture
associate partnership lease
agent operation trust or
other similar form engage in
any operation or activity that
may have constituted or
substantially constitute a
current or potential
competition against the
existing and future
operations of Tuopu Group
and its holding subsidiaries.
2. For companies and
economic entities directly or
87 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
indirectly controlled by I I
will procure such companies
and economic entities to
perform the obligations of
avoiding competition as
contained in the letter of
commitment having
equivalent standards to I by
sending out institutions and
persons (including but not
limited to directors
managing directors
financial officers) or by
gaining the controlling
status (e.g.: shareholders’
rights directors’ rights) so
as to keep such companies
and economic entities from
competing against Tuopu
Group and its subsidiaries.
3. If any change in policies
and regulations or other
reasons that are not
attributable to I unavoidably
causes other companies or
economic entities controlled
by Company/Enterprise or
any company or economic
entity that I may impose
significant impact has
constituted or may
potentially constitute
competition Tuopu Group
shall have the right of first
refusal as to the trusted
88 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
management (contracting
operation leasing operation)
or acquisition in respect of
such operations that have
constituted or may
potentially constitute
competition.
4. The above commitments
are unconditional if a
violation of the above
commitments inflicts any
financial loss to Tuopu
Group I will indemnify
other shareholders or
interested parties of Tuopu
Group against such losses as
comprehensive prompt and
sufficient.
5. This letter of commitment
shall remain in force and
effect whenever I and any
company controlled by I are
related to Tuopu Group.Others Wu The Company will March 2015 No Continuo Yes NA NA
Jianshu indemnify the investors us
enduring financial losses in
securities transactions due to
false records misleading
statements or material
omissions in the issuer's
prospectus for this public
offering of stocks. Within 30
days after such illegal facts
are ruled by CSRC the
stock exchange or the
89 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
judicial authority the
Company will in line with
the principles of simplifying
procedures actively
negotiating compensating in
advance maintaining the
interests of investors
especially small and
medium investors and in
accordance with the
measurable economic losses
directly endured by
investors elect to reconcile
with investors mediate with
investors through third
parties or otherwise
establish investor
compensation funds to
actively indemnify the
investors harmless from and
against the direct economic
losses endured therein. The
standard scope of subjects
and sum of such indemnity
shall be subject to the final
indemnification plan
prevailing in the occurrence
of the above circumstances.
(2) There is an expected profit as to the assets or projects of the Company and the reporting period still falls in the profit expectation period the
Company states whether the assets or projects attain the original profit expectation and gives the reason
□Attained □Not attained √Non-applicable
90 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(3) The status of performance of commitments and its impact on the goodwill impairment test
□Applicable √Non-applicable
II. Whether there is any non-operating capital occupation by the controlling shareholder and its affiliates
□Applicable √Non-applicable
III. Violation of guarantee
□Applicable √Non-applicable
91 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
IV. Notes of the Board of Directors to the "Modified Audit Opinion Report" Released by the
Accounting Firm
□Applicable √Non-applicable
V. Notes to Analysis of the Reasons and Impact of Changes in Accounting Policies Accounting
Estimates or Corrections of Major Accounting Errors
(1) Notes to analysis of the Reasons and Impact of Changes in Accounting Policies or Accounting
Estimates
√Applicable □Non-applicable
(1) Implementation of ASBE Interpretation No. 17
The Ministry of Finance issued ASBE Interpretation No. 17 on October 25 2023 (Caijing [2023]
No. 21 hereinafter referred to as “Interpretation No. 17”).* Classification of Current Liabilities and Non-current Liabilities
Interpretation No. 17 sets out:
- If an enterprise does not have a substantive right at the balance sheet date to defer settlement of a
liability for more than one year after the balance sheet date the liability shall be classified as a current
liability.- For liabilities arising from an enterprise's loan arrangement the enterprise's right to defer
settlement of the liability for more than one year after the balance sheet date may depend on whether the
enterprise has complied with the conditions specified in the loan arrangement (hereinafter referred to as
the contractual conditions) and the enterprise shall only consider the contractual conditions that should
have been complied with at or prior to the balance sheet date when determining whether its substantive
right to defer settlement of the liability exists. The enterprise should only consider the covenant
conditions to be followed on or before the balance sheet date and should not consider the covenant
conditions to be followed by the enterprise after the balance sheet date.- The discharge of a liability when classifying the liquidity of the liability is when the enterprise
discharges the liability by transferring cash other economic resources (such as goods or services) or the
enterprise's own equity instruments to the counterparty. If the terms of the liability result in the
enterprise settling the liability by delivering its own equity instruments if the counterparty so chooses
and if the enterprise classifies the above option as an equity instrument and recognizes it separately as an
equity component of a compound financial instrument in accordance with ASBE No. 37 - Presentation
of Financial Instruments the terms of the liability does not affect the liquidity classification of the
liability.The interpreted provision is effective from January 1 2024 and companies should adjust the
comparable period information in accordance with the interpreted provision when they implement it for
the first time. The Company's implementation of this provision did not have a significant impact on the
Company's financial position and results of operations.* Disclosure on Vendor Financing Arrangements
Interpretation No. 17 requires that when making note disclosures an enterprise should summarize
and disclose information related to vendor financing arrangements in a manner that will assist users of
the statements in assessing the impact of these arrangements on the enterprise's liabilities cash flows
and the enterprise's exposure to liquidity risk. The impact of vendor financing arrangements should also
be considered when identifying and disclosing information about liquidity risk. This disclosure
requirement applies only to vendor financing arrangements. A supplier financing arrangement is a
transaction that has the following characteristics: one or more finance providers provide funds to make
payments to an enterprise on behalf of its suppliers with an agreement that the enterprise will repay the
finance providers on or after the date the payments are received by its suppliers in accordance with the
terms and conditions of the arrangement. The supplier finance arrangement extends the payment period
for the business or advances the collection period for the business's suppliers compared to the original
payment due date. The interpreted provision is effective January 1 2024 and companies are not required
to disclose information related to comparable periods and certain opening information when
92 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
implementing the interpreted provision for the first time. The implementation of this provision did not
have a significant impact on the Company's financial position and results of operations.* Accounting for sale and leaseback transactions
Interpretation No. 17 stipulates that when a lessee subsequently measures a lease liability arising
from a sale and leaseback the manner in which it determines the lease payments or changes the amount
of subsequent lease payments shall not result in the recognition of a gain or loss related to the right to
use the leased area acquired by the lessee. When an enterprise first implements this provision it should
retrospectively adjust for sale and leaseback transactions that are conducted after the date of initial
implementation of ASU No. 21 Leases.The provisions of this interpretation are effective January 1 2024 and allow companies to early
implement from the year of issuance. The Company has implemented this provision since January 1
2024 and the implementation of this provision did not have a significant impact on the Company's
financial position and results of operations.
(2) Implementation of the Interim Provisions on Accounting Treatment Related to Enterprise Data
Resources
The Ministry of Finance (“MOF”) issued the Interim Provisions on Accounting Treatment Relatedto Enterprise Data Resources (“Interim Provisions on Accounting Treatment Related to Enterprise DataResources”) (Caihui [2023] No. 11) on August 1 2023 which applies to data resources recognized as
assets such as intangible assets or inventories in compliance with the relevant provisions of the
Accounting Standards for Business Enterprises (“ASBEs”) as well as data resources legally owned or
controlled by an enterprise that are expected to bring economic benefits to the enterprise but do not
satisfy the conditions for recognition of an asset without being recognized The relevant accounting
treatment and specific requirements for disclosure of data resources.The provision is effective from January 1 2024 and enterprises should adopt the future application
method and the expenses related to data resources that have been expensed to profit or loss before the
implementation of the provision will not be adjusted. The implementation of this provision did not have
a significant impact on the Company's financial position and results of operations.
(3) Implementation of ASBE Interpretation No. 18 “Accounting for Guarantees of QualityAssurance that are not Individual Performance Obligations
The Ministry of Finance (“MOF”) issued ASBE Interpretation No. 18 (“ASBE Interpretation No.
18”) (Caijing [2024] No. 24 hereinafter referred to as “ASBE Interpretation No. 18”) on December 6
2024 which became effective on the date of its issuance and which allows an enterprise to implement it
in advance from the year of its issuance.Interpretation No. 18 stipulates that when accounting for projected liabilities arising from
guarantees that are not single performance obligations the amount of projected liabilities determined inaccordance with the relevant provisions of ASBE No. 13 - Contingencies shall be debited to “Cost ofmain business” “Other business” “Other business” “Other business” “Other business” and “Otherbusiness”. The amount of the estimated liability shall be debited to the accounts of “Cost of mainbusiness” and “Other business costs” and credited to the account of “Estimated liabilities” and shall be
recorded in the accounts of “Operating costs” in the income statement and “Other current liabilities” in
the asset and liability statement accordingly. They are credited to the “projected liabilities” account and
shown in “operating costs” in the income statement and “other current liabilities” “non-currentliabilities due within one year” and “projected liabilities” in the balance sheet accordingly.When implementing this interpretation for the first time companies should make retrospective
adjustments in accordance with the change in accounting policy if the provision for warranty-type
quality assurance was originally included in “Selling expenses” etc. The Company has implemented this
interpretation for the first time since fiscal 2024. The main effects of the implementation of this
regulation from fiscal year 2024 onwards are summarized as follows:
Impacted statement Consolidated Parent company
items 2024年度 2023年度 2024年度 2023年度
93 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Impacted statement Consolidated Parent company
items 2024年度 2023年度 2024年度 2023年度
Operating cost 49233094.10 26241811.67 9119106.87 7033319.17
Cost of sales -49233094.10 -26241811.67 -9119106.87 -7033319.17
(2) Notes to Analysis of the Reasons and Impact of the Correction of MajorAccounting Errors
□Applicable √Non-applicable
(3) Communication with the Former Accounting Firm
□Applicable √Non-applicable
(4) Approval procedure and other Notes
□Applicable √Non-applicable
VI. Situations at risk of delisting
(I) Reasons leading to delisting risk warning
□Applicable √Not applicable
VII. Appointment and Dismissal of Accounting Firm
Unit：in 10000 Yuan Currency：RMB
Current Accounting Firm
Name of domestic accounting firm BDO China Shu Lun Pan Certified
Public Accountants LLP (Special
General Partnership)
Remuneration paid to domestic accounting firm 290
Audit period of domestic accounting firm 14 years
Name of the certified public accountant of the domestic Yu Weiying Tang Wei
accounting firm
Length of consecutive audit services of CPAs of domestic Yu Weiying with 4 years of service
accounting firms Tang Wei with 5 years of service
Name Remuneration
Accounting firm responsible for BDO China Shu Lun Pan Certified Public 40
internal control audit Accountants LLP (Special General
Partnership)
Sponsor China Merchants Securities Co. Ltd NA
Notes to appointment and dismissal of accounting firm
√Applicable □Non-applicable
The 2023 general meeting convened by the Company on June 24 2024 considered and passed the
“Resolution on Renewal of the Appointment of Audit Institution for 2024” and decided to renew the
appointment of BDO China Shu Lun Pan Certified Public Accountants LLP (Special General
Partnership) as the audit institution of 2024 who will provide audit and internal control audit services of
the financial report of 2024 or the Company.Notes to change of accounting firm during the reporting period
□Applicable √Non-applicable
Description of the audit fee reduction of 20% or greater (inclusive of 20%) in comparison to the prior
year
□Applicable √Non-applicable
94 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
VII. Circumstance of delisting risk
(1) Reasons leading to the warning for delisting risk
□Applicable √Non-applicable
(2) Proposed responses by the Company
□Applicable √Non-applicable
(3) Exposure to the risk of delisting and the reason behind it
□Applicable √Non-applicable
VIII. Events concerning bankruptcy and reorganization
□Applicable √Non-applicable
IX. Significant Lawsuits and Arbitrations
□The Company is involved in any significant lawsuits and arbitrations in the current year √The
Company is not involved in any significant lawsuits and arbitrations in the current year
X. Listed companies and their directors supervisors officers controlling shareholders and
actual controllers suspected of violations of laws and regulations and the situation of
punishments and rectifications
□Applicable √Non-applicable
XI. Notes to the Credit Standing of the Company and Its Controlling Shareholders and Actual
Controllers during the Reporting Period
□Applicable √Non-applicable
XII. Significant Related-party Transactions
(1) Related-party transactions related to daily operations
1. Events that have been disclosed in the provisional announcement and there is no progress or change in
subsequent implementation
□Applicable √Non-applicable
2. Events that have been disclosed in the provisional announcement but there is no progress or change
in subsequent implementation
□Applicable √Non-applicable
3. Events that are not disclosed in the provisional announcement
□Applicable √Non-applicable
(2) Related-party transactions in the acquisition or sale of assets or equity
1. Events that have been disclosed in the provisional announcement and there is no progress or changes
in subsequent implementation
□Applicable √Non-applicable
2. Events that have been disclosed in the provisional announcement but there is a progress or change in
subsequent implementation
□Applicable √Non-applicable
95 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
3. Events that are not disclosed in the provisional announcement
□Applicable √Non-applicable
4. Where there is a performance agreement involved the performance achieved during the reporting
period shall be disclosed
□Applicable √Non-applicable
(3) Significant related-party transactions of joint external investment
1. Events that have been disclosed in the provisional announcement and there is no progress or changes
in subsequent implementation
□Applicable √Non-applicable
2. Events that have been disclosed in the provisional announcement but there are progress or changes in
subsequent implementation
□Applicable √Non-applicable
3. Events that are not disclosed in the provisional announcement
□Applicable √Non-applicable
(4) Related credits and liabilities
1. Events that have been disclosed in the provisional announcement but there is no progress or change
in subsequent implementation
□Applicable √Non-applicable
2. Events that have been disclosed in the provisional announcement but there is a progress or change in
subsequent implementation
□Applicable √Non-applicable
3. Events that have not been disclosed in the provisional announcement
□Applicable √Non-applicable
(5)Financial business between the Company and the associated financial company the Company's
holding financial company and the related party
□Applicable √Non-applicable
(6) Other
□Applicable √Non-applicable
XIII. Major contracts and contract performance
1 .Matters relating to trusteeship contracting and leasing
□Applicable √Non-applicable
2. Contracting
□Applicable √Non-applicable
3. Leasing
□Applicable √Non-applicable
96 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(2) Guarantee
√Applicable □Not applicable
Unit：Yuan Currency：RMB
External guarantees by the Company (other than its guarantees to subsidiaries)
Relation
between Date of Whether Whether Whether
the guarantee it is a
Guarantor guarantor Guaranteed Guaranteed occurred From Until Type of Main Collateral
the the Guarantee Counter-guarantee guarantee
and the party amount (date of guarantee debts (if any)
guarantee guarantee overdue
has been is amount situation for
listed agreementexecution) fulfilled overdue
related
company parties
Total amount of guarantees during the reporting period (other than 0
guarantees to subsidiaries)
Total balance of guarantees at the end of the reporting period (A) 0
(other than guarantees to subsidiaries)
Guarantees by the Company to its subsidiaries
Total amount of guarantees to subsidiaries during the reporting 39679480.77
period
Total balance of guarantees to subsidiaries at the end of the 466573512.73
reporting period (B)
Total amount of company guarantees (including its guarantees to subsidiaries)
Total guarantees (A+B) 466573512.73
Total guarantees as a percentage of the Company's net assets (%) 2.38
Including:
Amount of guarantees provided for shareholders actual controllers 0
and their related parties (C)
Amount of debt guarantee provided directly or indirectly for the 0
guaranteed object whose asset-liability ratio exceeds 70% (D)
Amount of the total guarantees exceeding 50% of the net assets (E) 0
97 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Total of the above three guarantees (C+D+E) 0
Note to unexpired guarantees that may bear joint liability for NA
repayment
Statement of guarantees (1) Tuopu Poland sp.z.o.o ("Tuopu Poland") is a wholly-owned subsidiary established by
Tuopu Group in Poland in March 2021. It leases 7R PROJEKT 35 Sp. z.o.o ("7R Project
Company"). The customized plant will accept and produce European orders and has assigned a
lease agreement with 7R Project Company on March 15 2021. Given business practices and
actual needs the Company provided performance guarantee for the said plant lease agreement
signed by Tuopu Poland. The total liability of the letter of guarantee is up to 7 million euros
(calculated at the exchange rate on the day before the announcement on March 19 2021
equivalent to RMB 54.174 million) and the effective term covers the validity period of the said
lease agreement (84 months counted from March 15 2021) and five months after its expiration
or termination but no later than August 1 2029.The above performance guarantees have been reviewed and approved at the 5th meeting of thefourth Board of Directors. More details are available in “Announcement of Tuopu Group onProviding Performance Guarantees for the Lease of Industrial Plants for OverseasWholly-owned Subsidiaries”disclosed by the company on the portal site of Shanghai Stock
Exchange on March 19 2021. (Announcement No. 2021-018).The guarantee is continuing in
2022.
The above performance guarantees have been reviewed and approved at the 33th meeting ofthe Fourth Board of Directors. More details are available in “Announcement of Tuopu Groupon Providing Performance Guarantees for Bank Loans to Wholly-ownedSub-subsidiary”disclosed by the Company on the portal site of Shanghai Stock Exchange on
September 29 2023. (Announcement No. 2023-067). The guarantee remained on-going during
the reporting period.
(2) TUOPU GROUP MEXICOS.de R.L. de C.V (hereinafter referred to as “Tuopu Mexico”)
a wholly-owned subsidiary of Tuopu Group rented local industrial buildings as production
workshops in order to put into production as soon as possible. According to the lessor's request
Tuopu Group provides rental guarantee for Tuopu Mexico. The total liability of the guarantee
shall not exceed USD14 million (approximately RMB102.76 million) and the validity period
shall cover the entire validity period of the lease agreement (i.e. from November 1 2023 to
98 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
October 31 2030).The aforesaid performance guarantee has been considered and approved at the 33rd meeting of
the Fourth Session of the Board of Directors of the Company. For details please refer to the
''Announcement of Tuopu Group on the Provision of Guarantees to Subsidiaries''
(Announcement No. 2023-067) disclosed on the website of Shanghai Stock Exchange on
September 29 2023 by the Company. The guarantee remained on-going during the reporting
period.
(3) TUOPU GROUP MEXICOS.de R.L. de C.V (hereinafter referred to as “Tuopu Mexico”)
a wholly-owned subsidiary of Tuopu Group rented an industrial building located in Nuevo
Leon State Mexico as its Phase II plant and signed a lease agreement with the lessor. Tuopu
USA LLC a wholly-owned subsidiary of the Company guaranteed the rents and related taxes
agreed in the above lease agreement with the total liability not exceeding USD 35 million
(approximately RMB 248335500). At the same time Tuopu Group delivered to the landlord a
standby letter of credit issued by a commercial bank to guarantee the lease of the aforesaid
Phase II plant with a standby letter of credit in the amount of USD 3047669.86
(approximately RMB 21624131.96). The above guarantees total USD 38047669.86
(approximately RMB 269959631.96) and are valid for the entire validity period (i.e. from
November 15 2023 to January 14 2034) of the Lease Agreement.The above performance guarantees have been reviewed and approved at the 4th meeting of theFifth Board of Directors. More details are available in “Announcement of Tuopu Group onProviding Performance Guarantees for Bank Loans to Wholly-owned Sub-subsidiary”disclosed
by the Company on the portal site of Shanghai Stock Exchange on December 23 2023.
(Announcement No. 2023-083). The guarantee remained on-going during the reporting period.
(4) In order to continue to expand its business in North America Tuopu Mexico a
wholly-owned subsidiary leased its industrial plant in Nuevo León Mexico to BancoMonex
S.A. I.B.M. Monex Grupo Financiero acting as Trustee of the Trustidentified as F/3485 a
lessor. plant in Nuevo León Mexico as a trim plant for the production of automotive parts at
Tuopur Mexico plant and entered into a lease agreement with it on February 6 2024 for a term
of five years. In view of the business practice and actual needs the Company provided
guarantee for the rent agreed in the above lease agreement by means of standby letters of
99 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
credit. The total amount of the two standby letters of credit is USD5582293.2 (approximately
RMB39679480.77). The validity period of the contract is from February 6 2024 to July 15
2029.
The aforesaid performance guarantee has been considered and approved at the Seventh
Meeting of the Fifth Session of the Board of Directors of the Company. For details please refer
to the ''Announcement of Tuopu Group on the Provision of Guarantees to Subsidiaries''
(Announcement No. 2024-029) disclosed on the website of Shanghai Stock Exchange on
February 27 2024 by the Company. The guarantee remained on-going during the reporting
period.The four guarantees mentioned above totaling RMB466573512.73 in aggregate.
(3) Entrusting others to manage cash assets
1. Entrusted financial management
(1) General conditions of entrusted financial management
√Applicable □Non-applicable
Unit：in 10000 Yuan Currency：RMB
Type Source of funds Amount incurred Unmatured amount Unrecovered amount after the maturity
Bank financial products Raised funds 4495000000.00 1050000000.00 0
Other Conditions
□Applicable √Non-applicable
(2) Individual entrusted financial management
√Applicable □Non-applicable
100 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Unit:10000Yuan Currency: RMB
If
Type thereS is Exten Typeof
entru Amount of Start date End date o Meth Annu Actu If any t of
of
entru
Truste sted entrusted
of of ur od of alize Expected al Actu subject entru impai
finan financial entrusted entrusted ce Use of fixin d returns (if retur al to sted rment Trust
sted
e financial manageme financial financial of funds g ns or recov statutory finan provi ee
mana nt manageme manageme fu retur
retur any)
ns losse ery procedur cial sion
cial
geme nt nt n ns s e mana (if
man
nt ds geme any)
age
nt ment
plan
Bank Compan Princ
of y ipal-gBank Fu
Ningb Financ th nd Structure
uaran
o ial 25000.00 December June 4 rai d No teed 1.00~2.45 300.0 25000.00 Yes No
Beilun Produ
4th 2024 2025 se Deposit floati
Sub-br ct d 7202404 ng
anch 630 return
Hangz Structured Princhou Deposit ipal-gBank Bank Fu uaran
Ningb Financ December June 6th Productial 20000.00
ndo 4th 2024 2025 rai “Tian Li Noteed
floati 1.25~2.60
259.2
9 20000.00 Yes NoProdu seBeilun Bao”ct d ng
Sub-br (TLBB2
anch 0241543
retur
4) n
Bank Bank Fu Compan Princ
of Financ y ipal-g
Ningb ial 20000.00 December June 25
th nd
25th 2024 2025 rai Structure No uaran
1.00%-2.42240.0
Produ se % 1
20000.00 Yes No
o d teed
Beilun ct d Deposit floati
101 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Sub-br 7202404 ng
anch 931 retur
n“Tian LiHangz Bao” Princhou and” ipal-g
Bank Bank Fu Structure uaran
Ningb Financ thial 20000.00 December June 27
nd
rai d No teed 1.25%-2.65 264.2o 20000.00 Yes NoProdu 25th 2024 2025 se Deposit floati % 7
Beilun ct d Product ng
Sub-br (TLBB2 retur
anch 0241638 n
8)
Pudon
g LiduoF Compan PrincDevel ipal-g
opmen Bank u y Timelyn 24JG752 uarant Financ
Bank ial 10000.00
December June 25h teed 0.85%-2.4 120.8 10000.0
Produ 25th 2024 2025
d 8 RMB No Yes No
Ningb ra Public
floati 5% 2 0
ct is Structure ngo ed d returBranc Deposit nh
Industr
ial F Corporat Princ
Bank u e ipal-gBank
of Finance uaranFinanc
China ial 10000.00 December June 25h
n
d RMB No teed 1.5%-2.42 120.0 10000.0 Yes No
Ningb Produ 25th 2024 2025 ra Structure floati % 1 0
o ct is d ng
Branc ed Deposit retur
h Product n
Other Conditions
102 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
□Applicable √Non-applicable
(3) Impairment provision for entrusted financial management
□Applicable √Non-applicable
2. Conditions of entrusted loans
(1) General conditions of entrusted loans
□Applicable √Non-applicable
Other conditions
□Applicable √Non-applicable
(2) Individual entrusted loans
□Applicable √Non-applicable
Other Conditions
□Applicable √Non-applicable
(3) Impairment provision for entrusted loans
□Applicable √Non-applicable
3. Other Conditions
□Applicable √Non-applicable
(4) Other Significant Contracts
□Applicable √Non-applicable
XIV. Note to the update of the utilization of proceeds
√Applicable □Non-applicable
103 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(1) Overall utilization of issue proceeds
√Applicable □Non-applicable
Unit: in RMB 10000
Progress
Total of
Total amount Of which: cumulati Cumulati
committed of Cumulative ve ve Amount
Time investment Total total amount progress invested Total
of Total Net of the amount
cumulativ of investmee nt of of Amount in the amount of
Source of receipt amount amount proceeds in of investme over-provid proceeds investmen invested current fund-raisi
proceeds of of of funds the over-raise nt of ed funds as of the t as at the in the year ng for
proceed proceeds raised (1) prospectus d funds(3) = (1) - proceeds
invested as end of end of the current Percenta change of
s or offering as at the at the end of the reporting year (8) ge (%) use
memorandu (2) end of the the reporting period (9) =
m (2) reporting reportingperiod (5) period
(%)(7)=(8)/(1)
period (4) (%) (6) = (5)/(3)
(4)/(1)
Issuance
of July 20 202 250000.0 248897.2 184971.2convertib 0 6 248897.26 0.00 6 0.00 74.32 0.00 39023.33 15.68 0.00
le bonds 2
Issuance
of Shares January
to 16 2 351482.6 349843.79 8 349843.78 0.00
111421.7 0.00 31.85 0.00 111421.71 1 31.85 0.00specific 024
subjects
Total / 601482.6 598741.09 4 598741.04 0.00
296392.9150445.0
70.00//4/0.00
Other notes
□Applicable √Not applicable
104 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(II) Particulars about the issue and investment projects
√Applicable □Not applicable
1、 Detailed utilization of issue proceeds
√Applicable □Not applicable
Whether Whether
it is a Cumulativ Whether Specific there is any
committe Cumulativ e progress the reasonsWhether Benefit
significant
d Total e total ofamount of Whether progress for the Benefit s
change in
Source of
proceeds investme
it planned Amount investmen Date when the of progress s realized the
from Project title Project nt project
involves investmen invested proceeds t as at the the projecta change in the invested end of the reaches the project investme of realized or
feasibility of Amoun
the project t of
raised nature in the t of has been nt is in investme in the R&D
funds prospectu
of
investme proceeds
current as at the reporting intended nt falling and if so savings
s or (1) year end of the period state of use
complete line with current results
nt reporting (%) d the
short of year of the please
offering planned the plan explain the
prospectu period (2) (3)=(2)/(1
project specific
s )
progress 因 circumstanc
es
Constructio
n Project
for an
Issuance AnnualProduction Producctioof of 1.5 n and 2565.3 2565.3convertibl Million Sets constructio
Yes No 72133.99 10009.57 72905.66 101.07 June 2024 Yes Yes NA 5 5 No
e bonds of n
Lightweight
Chassis
Systems
Constructio
n Project
for an
Issuance Annual
of Production
Producctio
of 3.3 n and 176763.2
Under
convertibl constructio Yes No 7 29013.76
112065.6
0 63.40 constructio No Yes NA NA NA No
e bonds Million Setsof n
n
Lightweight
Chassis
Systems
Project for
Issue of an Annual
shares to Production
Producctio Under
specific of 1.2
n and
Million Sets constructio
Yes No 60000.00 23693.14 23693.14 39.49 constructio No Yes NA NA NA No
subjects n nof
Lightweight
105 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Chassis
Systems
and
600000
Sets of
Automotive
Interior
Functional
Component
s
Annual
Production
Issue of of 2.2 Producctio
shares to Million Sets n and Under
specific of constructio Yes No 75000.00 18905.64 18905.64 25.21 constructio No Yes NA NA NA No
subjects Lightweight n n
Chassis
Systems
Project for
an Annual
Production
Issue of of 500000 Producctio
shares to Sets of n and Under
specific Automotive constructio Yes No 10000.00 4755.57 4755.57 47.56 constructio No Yes NA NA NA No
subjects Interior n n
Functional
Component
s
Project for
an Annual
Production
of 1.1
Million Sets
of
Automotive
Issue of Interior Producctio
shares to Functional n and 100000.0 Under
specific Component constructio Yes No 0 15257.29 15257.29 15.26 constructio No Yes NA NA NA No
subjects s and an n n
Annual
Production
of 1.3
Million Sets
of Thermal
Manageme
nt Systems
Issue of Project for Producctio
shares to an Annual n and Under
specific Production constructio Yes No 50000.00 8240.48 8240.48 16.48 constructio No Yes NA NA NA No
subjects of 1.6 n n
106 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Million Sets
of
Lightweight
Chassis
Systems
Project for
an Annual
Production
of 300000
Sets of
Lightweight
Chassis
Issue of Systems Producctio
shares to and an n and Under
specific Annual constructio Yes No 19843.78 8443.20 8443.20 42.55 constructio No Yes NA NA NA No
subjects Production n n
of 500000
Sets of
Automotive
Interior
Functional
Component
s
Project for
an Annual
Production
of 800000
Sets of
Lightweight
Chassis
Issue of Systems Producctio
shares to and an n and Under
specific Annual constructio Yes No 15000.00 13666.21 13666.21 91.11 constructio No Yes NA NA NA No
subjects Production n n
of 400000
Sets of
Automotive
Interior
Functional
Component
Systems
Intelligent
Issue of Driving
shares to Research
Producctio
n and Under
specific and Yes No 20000.00 18460.18 18460.18 92.30 constructio No Yes NA NA NA No
subjects Developme
constructio n
nt Center n
Project
Total / / / / 598741.0 150445.0 296392.94 4 7 / / / / / / /
107 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
2. Detailed utilization of over-raised funds
□Applicable √Not applicable
(III) Changes or termination of fund-raising investments during the reporting period
□Applicable √Not applicable
108 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(4) Other circumstances regarding use of proceeds during the reporting period
1. Upfront cost and replacement of issue proceeds investment projects
√Applicable □Not applicable
As of March 14 2024 the Company had allocated a total of RMB 633981702.10 towards
investment projects using self-financing funds. During the 8th Meeting of the Fifth Session of the Board
of Directors and the 8th Meeting of the Fifth Session of the Supervisory Committee on April 22nd 2024
the "Resolution on the Use of Proceeds to Replace Self-financing Funds Invested in Proceeds Raised
Projects in Advance" was considered and approved. It was resolved to substitute the self-financing funds
totaling RMB 633981700 invested as of March 14th 2024 with the proceeds. This resolution was
supported by the independent directors who provided their individual opinions and endorsed by the
sponsoring organization through a special verification opinion. Additionally BDO China Shu Lun Pan
Certified Public Accountants LLP (Special General Partnership) issued [2024] ZF10325 "Special
Assurance Report on the Replacement of Proceeds by Ningbo Tuopu Group Co. Ltd"
As of March 14th 2024 the actual self-financing funds invested in the proceeds investment
projects to be replaced by the Company are as follows:
Unit: in RMB 10000
Project title Amount prospectively invested Amount invested in advance byby issue proceeds self-financing funds
Chongqing Project for an
Annual Production of 1.2
Million Sets of Lightweight
Chassis Systems and 600000 60000.00 18578.90
Sets of Automotive Interior
Functional Components
Ningbo Qianwan Project for an
Annual Production of 2.2
Million Sets of Lightweight 75000.00 7382.47
Chassis Systems
Ningbo Qianwan Project for an
Annual Production of 500000
Sets of Automotive Interior 10000.00 3507.14
Functional Components
Ningbo Qianwan Project for an
Annual Production of 1.1
Million Sets of Automotive
Interior Functional Components 100000.00 4604.99
and an Annual Production of 1.3
Million Sets of Thermal
Management Systems
Ningbo Qianwan Project for an
Annual Production of 1.6
Million Sets of Lightweight 50000.00 566.94
Chassis Systems
Anhui Shou County Project for
an Annual Production of
300000 Sets of Lightweight
Chassis Systems and an Annual 19843.78 8161.48
Production of 500000 Sets of
Automotive Interior Functional
Components
Huzhou Changxing Project for
an Annual Production of
800000 Sets of Lightweight 15000.00 9102.40
Chassis Systems and an Annual
109 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Production of 400000 Sets of
Automotive Interior Functional
Component Systems
Intelligent Driving Research and
Development Center Project 20000.00 11493.85
Total 349843.78 63398.17
As of December 31 2024 the Company has actually replaced the advanced funds of RMB
633981702.10 as upfront cost.
2. Temporary replenishment of working capital with idle proceeds
√Applicable □Not applicable
1. On April 17 2023 the Twenty-ninth Meeting of the Fourth Session of the Company's Board of
Directors reviewed and approved the 'Proposal on the Use of Part of the Temporarily Idle Proceeds to
Supplement Liquidity.' This proposal involved the Company seeking to enhance its liquidity by utilizing
a new sum of temporarily idle proceeds capped at RMB500 million with the usage period commencing
on July 1 2023 and concluding on June 30 2024. The independent directors the Supervisory
Committee and the Company's sponsor all expressed their agreement with this proposal. In July 2023
the Company utilized RMB30000000 and subsequently returned the entire amount of RMB30000000
for supplemental working capital to the fundraising account in June 2024.
2. On January 29 2024 the Fifth Meeting of the Fifth Session of the Company's Board of Directors
reviewed and approved the 'Proposal on the Addition of a New Amount of Idle Proceeds for
Supplementing Liquidity.' This proposal aimed to introduce an additional sum of temporarily idle
proceeds not exceeding RMB80000.00 million for the temporary enhancement of liquidity effective
from the date of approval by the shareholders' general meeting until June 30 2024. On February 19
2024 the First Extraordinary Shareholders' General Meeting of 2024 also approved the 'Proposal on the
New Amount of Temporarily Idle Proceeds to Supplement Liquid Funds.' The Supervisory Committee
and the Sponsoring Institution expressed their agreement with this proposal. However following the
addition of new idle proceeds for liquidity enhancement the Company did not utilize any temporarily
idle proceeds for this purpose.
3. On April 22 2024 the Eighth Meeting of the Fifth Session of the Company's Board of Directors
reviewed and approved the 'Proposal on the Use of Part of Temporarily Idle Proceeds to Supplement
Liquid Funds.' This proposal aims to utilize temporarily idle proceeds with a maximum limit of
RMB1000000.00 million to enhance liquid funds for the period from July 1 2024 to June 30 2025.The duration for which the supplemental working capital can be utilized shall not exceed 12 months.Both the Supervisory Committee of the Company and the sponsoring institution have expressed their
approval of this initiative. Furthermore on June 24 2024 the annual general meeting of the Company
held in 2023 also approved the 'Proposal on the Use of Part of Temporarily Idle Proceeds for
Supplementing Liquid Funds.' The Company allocated RMB60000000 in July 2024 and
RMB20000000 in September 2024 from these temporarily idle proceeds which remain classified as
temporary supplemental working capital and are scheduled to be returned prior to the due date.
3. Cash management of idle proceeds and investment in related products
√Applicable □Not applicable
Unit: in RMB 10000 Currency: yuan
Whether the
Date of Effective Cash highest
consideration consideration of management
by the Board of issue proceeds for Start date End date balance at the end
balance
during the
Directors cash management of the reportingperiod periodexceeded the
110 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
authorized
amount
April 17 2023 50000 July 1 2023 June 302024 0 No
January 29 February 19 June 30 No
2024200000202420240
April 22 2024 280000 July 1 2024 June 30 105000 No2024
1. On April 17 2023 the Company convened the 29th Meeting of the Fourth Session of the Board
of Directors and the 2022 Annual General Meeting of the Company on June 19 2023. During the
meeting the "Proposal on Utilizing a Part of Temporarily Idle Proceeds for Entrusted Wealth
Management" was deliberated and approved. It was agreed that the Company would allocate a
maximum amount of RMB 500 million from the temporarily idle proceeds for wealth management
purposes. This authorization would be effective from July 1 2023 until the date of approval. The
authorization period spans from July 1 2023 to June 30 2024. The allocated funds can be utilized on a
rolling basis. The Independent Directors Supervisory Committee and sponsoring organization of the
Company shared their perspectives on this matter.
2. During the Fifth Meeting of the Fifth Session of the Board of Directors on January 29 2024 the
Company reviewed and approved the 'Proposal on the New Amount of Idle Proceeds Entrusted for
Wealth Management'. It was resolved that the Company including its wholly-owned subsidiaries would
allocate a maximum of RMB200000.00 million of temporarily idle funds for wealth management
effective from the date of approval by the Shareholders' General Meeting until June 30 2024. The
allocated funds may be utilized on a rolling basis. Both the Supervisory Committee and the Sponsor
endorsed this decision.
3. Subsequently on February 19 2024 the First Extraordinary Shareholders' General Meeting of
2024 ratified the 'Proposal on New Idle Proceeds Entrusted for Wealth Management'. On April 22 2024
the Eighth Meeting of the Fifth Session of the Board of Directors approved the 'Proposal on the Use of
Part of Temporarily Idle Proceeds for Entrusted Wealth Management' allowing for a maximum of
RMB280000.00 million to be used for structured deposits or principal-protected wealth management
products with authorization from July 1 2024 to June 30 2025 and the funds may also be utilized on a
rolling basis. The Supervisory Committee and the Sponsor agreed to this proposal which was
subsequently approved at the 2023 Annual General Meeting on June 24 2024.
4. In 2024 the Company engaged in the management of idle cash acquiring a total of RMB
4495000.00 million in relevant financial products while redeeming RMB 3745000.00 million of such
products. As of December 31 2024 the total value of the Company's outstanding wealth management
products was RMB 1050000.00 million. Detailed transaction information regarding the purchased
financial products is provided in the table below:
Unit: in RMB 10000. Currency: Yuan
Whether
Name of Amount Interest recovered
Trustee entrustedfinancial entrusted (in commencement Maturity date
on maturity
on the
products RMB) date balance
sheet date
Bank of China Structured 4900.00 2024.1.2 2024.3.28 Yes
Xindalu Sub-Branch deposits
Bank of China Structured 5100.00 2024.1.2 2024.3.29 Yes
Xindalu Sub-Branch deposits
Bank of China Structured 30000.00 2024.2.22 2024.8.30 Yes
Beilun Branch deposits
111 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Ping An Bank Structured 20000.00 2024.2.23 2024.6.28 Yes
Ningbo Beilun deposits
Sub-Branch
Shanghai Pudong Structured 100000.00 2024.2.23 2024.8.23 Yes
Development Bank deposits
Ningbo Branch
Shanghai Pudong Structured 10000.00 2024.3.29 2024.6.28 Yes
Development Bank deposits
Ningbo Branch
Bank of China Structured 10000.00 2024.4.1 2024.9.29 Yes
Beilun Branch deposits
Bank of Hangzhou Structured 10000.00 2024.6.28 2024.9.27 Yes
Ningbo Beilun deposits
Sub-Branch
Bank of Ningbo Structured 14000.00 2024.6.28 2024.12.27 Yes
Beilun Sub-Branch deposits
Bank of China Structured 23000.00 2024.8.16 2024.12.27 Yes
Beilun Branch deposits
Bank of Hangzhou Structured 7400.00 2024.8.19 2024.11.19 Yes
Ningbo Beilun deposits
Sub-Branch
Shanghai Pudong Structured 27100.00 2024.8.27 2024.12.25 Yes
Development Bank deposits
Ningbo Branch
Shanghai Pudong Structured 10000.00 2024.8.5 2024.12.31 Yes
Development Bank deposits
Ningbo Branch
Bank of Ningbo Structured 5000.00 2024.8.6 2024.12.26 Yes
Beilun Sub-Branch deposits
Ping An Bank Structured 15000.00 2024.8.6 2024.12.30 Yes
Ningbo Beilun deposits
Sub-Branch
Shanghai Pudong Structured 10000.00 2024.9.5 2024.12.25 Yes
Development Bank deposits
Ningbo Branch
Bank of Ningbo Structured 3000.00 2024.9.6 2024.12.26 Yes
Beilun Sub-Branch deposits
Industrial Bank Structured 10000.00 2024.9.6 2024.12.30 Yes
Ningbo Branch deposits
Ping An Bank Structured 20000.00 2024.9.6 2024.12.31 Yes
Ningbo Beilun deposits
Sub-Branch
Bank of Hangzhou Structured 10000.00 2024.9.9 2024.12.9 Yes
Ningbo Beilun deposits
Sub-Branch
Shanghai Pudong Structured 10000.00 2024.12.25 2025.6.25 No
Development Bank deposits
Ningbo Branch
Bank of Ningbo Structured 20000.00 2024.12.26 2025.6.25 No
Beilun Sub-Branch deposits
Industrial Bank Structured 10000.00 2024.12.26 2025.6.25 No
Ningbo Branch deposits
Bank of Hangzhou Structured 20000.00 2024.12.27 2025.6.27 No
Ningbo Beilun deposits
Sub-Branch
Bank of Ningbo Structured 10000.00 2024.12.5 2025.6.4 No
112 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Beilun Sub-Branch deposits
Bank of Ningbo Structured 15000.00 2024.12.5 2025.6.4 No
Beilun Sub-Branch deposits
Bank of Hangzhou Structured 20000.00 2024.12.6 2025.6.6 No
Ningbo Beilun deposits
Sub-Branch
Note: On December 29 2023 the Company transferred RMB100000000 from the fundraising special
account at China Merchants Bank to the Wealth Management Special Account at Bank of China for the
acquisition of structured deposits. This transaction coincided with the New Year's Day holiday as the
cooling-off period for purchasing structured deposits was twenty-four hours from the signing of the
Subscription Mandate leading to a successful acquisition of these wealth management products on
January 2 2024.
4. Permanent replenishment of working capital or return of bank loans with over-raised funds
□Applicable √Not applicable
5. Other
□Applicable √Not applicable
XV. Note to other material matters that have significant influence on investors' value judgment
and investment decisions
□Applicable √Not applicable
113 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Section 7 Changes in Shares and Shareholders
I. Condition in change of equity
(1) Condition in change of shares
1. Condition in change of shares
Unit: shares
Before change Increase or decrease (+， -) After changeShares Percent Issue of Bonus
Conversion of
(%) new shares shares shares from Other Subtotal Shares
Percent
provident fund (%)
I. Restricted shares
1. Shares held by
the state
2. Shares held by
state-owned
corporations
3、Other domestic
shares
Of which: shares
held by domestic
non-state legal
persons
Shares held
by domestic natural
persons
4. Shares held by
foreign capital
Of which: shares
held by overseas
corporates
Shares held
by overseas natural
114 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
persons
II. Non-restricted 1102049773 100 60726104 523249176 602 583975882 1686025655 100
shares in circulation
1. RMB common 1102049773 100 60726104 523249176 602 583975882 1686025655 100
shares
2. Domestic listed
foreign shares
3. Overseas listed
foreign shares
4. Other
III. Total shares 1102049773 100 60726104 523249176 602 583975882 1686025655 100
2. Changes in shares
√Applicable □Non-applicable
(1) On January 26 2024 the Company finalized the issuance of 60726104 RMB ordinary shares (A shares) to designated parties completing the necessary
registration custodianship and restriction procedures on that same day.
(2) On July 19 2024 the Company executed the 2023 annual equity distribution by transferring 523249176 new shares from its provident fund.
(3) Throughout the reporting period the Company's convertible bonds were converted into a total of 602 shares.
3. Impact of changes in shares on financial indexes such as EPS and net assets per share in the most recent year and the most recent period (if any)
√Applicable □Non-applicable
1. The cumulative number of shares to be converted from the convertible bonds issued by the Company “Tuopu Convertible Bonds” in 2024 is 602 shares
accounting for a very low percentage of the total issued shares of the Company before the conversion. Therefore the impact of the above changes in shares due to
the conversion of convertible bonds on financial indicators such as earnings per share and net assets per share for the last year and period is negligible.
2. Following the deliberations and approval of the 2023 Annual General Meeting of Shareholders the Company's proposal for profit distribution and
capitalization for the year 2023 is outlined as follows: based on the total share capital of 1162775947 shares prior to the execution of the proposal a cash dividend
of RMB0.556 per share (inclusive of tax) will be distributed along with an allocation of 0.45 shares per share to all shareholders from the capital reserve. This
results in a total cash dividend of RMB 646503426.53 and the transfer of 523249176 shares. Consequently the total share capital of the Company
post-conversion will amount to 1686025109 shares. The ex-rights date for this equity distribution plan is set for July 18 2024 while the listing date for the
115 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
additional shares arising from the capitalization of the provident fund is July 19 2024. Following the execution of the stock dividend plan the earnings per share for
the year 2024 based on the diluted new total share capital of 1686025109 shares will be RMB 1.79 and the net assets per share will be RMB 11.60.
4. Other content as the Company deems necessary to disclose or required by the securities regulatory institution
□Applicable √Non-applicable
(2) Changes in restricted sale of shares
√Applicable □Non-applicable
Unit: shares
Number of Number of Increase in
shares shares the number Number of
subject to released of shares sharessubject to Date of release
Name of shareholder selling from subject torestrictions selling selling selling Reason for selling restriction of restricted
at the restrictions restrictions restrictions shares
beginning during the during the at the end
of the year year year of the year
J.P.Morgan Securities plc 0 12150137 12150137 0 Participation in the company's offering of July 26th 2024
shares to specific subjects for a restricted
period of six months
UBS AG 0 7390289 7390289 0 Participation in the company's offering of July 26th 2024
shares to specific subjects for a restricted
period of six months
NuoDe Fund Management Co. Ltd. 0 7563378 7563378 0 Participation in the company's offering of July 26th 2024
shares to specific subjects for a restricted
period of six months
Changzhou Wangxi Investment 0 3006220 3006220 0 Participation in the company's offering of July 26th 2024
Partnership (Limited Partnership) shares to specific subjects for a restricted
period of six months
CITIC Securities Company Limited 0 15206461 15206461 0 Participation in the company's offering of July 26th 2024
shares to specific subjects for a restricted
period of six months
Guotai Junan Securities Co. Ltd. 0 8645386 8645386 0 Participation in the company's offering of July 26th 2024
116 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
shares to specific subjects for a restricted
period of six months
Caitong Fund Management Co. Ltd. 0 5030377 5030377 0 Participation in the company's offering of July 26th 2024
shares to specific subjects for a restricted
period of six months
CITIC Securities Asset Management 0 3081871 3081871 0 Participation in the company's offering of July 26th 2024
Co. Ltd. shares to specific subjects for a restricted
period of six months
GT Fund Management Co. Ltd. 0 3281782 3281782 0 Participation in the company's offering of July 26th 2024
shares to specific subjects for a restricted
period of six months
ChinaAMC (China Asset 0 4759841 4759841 0 Participation in the company's offering of July 26th 2024
Management Co. Ltd.) shares to specific subjects for a restricted
period of six months
Penghua Fund Management Co. Ltd. 0 7390289 7390289 0 Participation in the company's offering of July 26th 2024
shares to specific subjects for a restricted
period of six months
CPIC Asset Management Co. Ltd. 0 3031271 3031271 0 Participation in the company's offering of July 26th 2024
shares to specific subjects for a restricted
period of six months
Morgan Stanley International Limited 0 3006220 3006220 0 Participation in the company's offering of July 26th 2024
shares to specific subjects for a restricted
period of six months
Tianan Life Insurance Co. Ltd. 0 4509329 4509329 0 Participation in the company's offering of July 26th 2024
shares to specific subjects for a restricted
period of six months
Total 0 88052851 88052851 0 / /
II. Issuance of Securities and Public Listing
(1) Issuance of securities as of the reporting period
√Applicable □Non-applicable
Unit: shares. Currency: yuan
117 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Type of shares and their Issue date Issue price (or
Number of shares Date of trading
derivative securities interest rate) Number of issues Listing date authorized fortrading ended
Ordinary share class
Issuance of A-shares to 2024-01-26 57.88元/股 60726104 2024-07-26 88052851
specific subjects
Explanation of securities issuance as of the reporting period (for bonds with different interest rates during the term of existence please explain separately)
√Applicable □Not applicable
On January 26 2024 the Company finalized the issuance of 60726104 RMB ordinary shares (A shares) to designated parties subject to a 6-month restriction
period. Subsequently on July 19 2024 in accordance with the Company's annual equity distribution for the year 2023 a transfer of 0.45 shares per share was made
to all shareholders from the capital reserve resulting in a corresponding increase of 27326747 shares for the aforementioned 60726104 A shares issued to specific
parties. Consequently on July 26 2024 when these restricted shares are listed and become tradable the total number of shares will amount to 88052851.
(2) Changes in the total number of capital stock of the Company and changes in the structure of shareholders and changes in the structure of assets and
liabilities
√Applicable □Non-applicable
1. On January 26 2024 the Company finalized the issuance of 60726104 A shares to designated parties resulting in net proceeds of RMB 3498437798.43.
Following this issuance the Company's total share count rose from 1102049773 to 1162775877 leading to a corresponding increase in the Company's net assets.
2. On July 19 2024 the Company executed the 2023 annual equity distribution transferring 523249176 new shares from the provident fund which also
contributed to an increase in the total number of shares.
3. During the reporting period the conversion of the Company's convertible bonds resulted in the issuance of 602 new shares further augmenting the total share
count.
(3)Existing employee shares
□Applicable √Non-applicable
118 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
III. Shareholders and actual controllers
(1) Total shareholders
Total number (accounts) of common shareholders as of the end of 61254
the reporting period
Total number of ordinary shareholders (accounts) as of the end of the 103949
previous month before the disclosure date of the annual report
Total number (accounts) of preferred shareholders whose voting NA
rights have been restored as of the end of the reporting period
Total number (accounts) of preferred shareholders whose voting NA
rights were restored at the end of the previous month prior to the
disclosure of this annual report
(2) Shares held by the top ten shareholders and top ten tradable shareholders (or shareholders not subject to restricted sale) as of the end of the reporting
period
Unit: Shares
Shares held by the top ten shareholders
Number of Condition of pledge
Name of Shareholder Increase/Decrease Number of shares Percentage shares held marking or freezingduring the reporting held at the end of subject to Nature of(Full Name) period the period (%) restricted Status of Number shareholders
sale shares of shares
MECCA INTERNATIONAL Overseas
HOLDING HK LIMITED 1005836000 59.66 No（ ） corporation
Hong Kong Securities Clearing Unknown Unknown
Company Limited 77668441 4.61
Wu Jianshu 11996731 0.71 No Overseas NaturalPerson
Industrial and Commercial Bank of Unknown Unknown
China Limited - Huatai-Pinebridge CSI 11672583 0.69
300 Traded Open-End Index Fund
Taiping Life Insurance Company Unknown Unknown
Limited-Traditional-General Insurance 10393461 0.62
Product-022L-CT001 Shanghai
119 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
New China Life Insurance Company Unknown Unknown
Limited-Traditional-General Insurance 8658270 0.51
Product-018L-CT001Shanghai
China Construction Bank Corporation - Unknown Unknown
Efounds CSI 300 Open-End Index 8035992 0.48
Initiated Investment Fund
Ningbo Zhuyue Investment No Domestic
Management Co. Ltd. 7841064 0.47 Non-State-OwnedLegal Person
Taiping Life Insurance Co. Ltd. 7084145 0.42 Unknown Unknown
China Construction Bank Corporation - Unknown Unknown
Xin'ao New Energy Selection Hybrid 7047774 0.42
Securities Investment Fund
Shares held by the top ten shareholders not subject to restricted sale (excluding lending of shares through the transfer facility)
Number of tradable shares Class and number of shares
Name of Shareholder held not subject to restricted
sale Class Number of shares
MECCA INTERNATIONAL HOLDING （HK） LIMITED 1005836000 RMB common shares 1005836000
Hong Kong Securities Clearing Company Limited 77668441 RMB common shares 77668441
Wu Jianshu 11996731 RMB common shares 11996731
Industrial and Commercial Bank of China Limited - Huatai-Pinebridge RMB common shares
CSI 300 Traded Open-End Index Fund 11672583 11672583
Taiping Life Insurance Company Limited-Traditional-General Insurance RMB common shares
Product-022L-CT001 Shanghai 10393461 10393461
New China Life Insurance Company Limited-Traditional-General RMB common shares
Insurance Product-018L-CT001Shanghai 8658270 8658270
China Construction Bank Corporation - Efounds CSI 300 Open-End 8035992 RMB common sharesIndex Initiated Investment Fund 8035992
Ningbo Zhuyue Investment Management Co. Ltd. 7841064 RMB common shares 7841064
Taiping Life Insurance Co. Ltd. 7084145 RMB common shares 7084145
China Construction Bank Corporation - Xin'ao New Energy Selection RMB common shares
Hybrid Securities Investment Fund 7047774 7047774
Description of the repurchase of special accounts among the top ten
shareholders NA
120 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Notes to the voting rights entrusted by or to and waived by the above
shareholders NA
Among these shareholders: 1. Mr. Wu Jianshu holds 100% of the shares in MECCA
INTERNATIONAL HOLDING （HK） LIMITED. 2. Ningbo Zhuyue Investment
Notes to the associated relationship or concerted action of the above Management Co. Ltd. is a wholly-owned sub-subsidiary of MECCA
shareholders INTERNATIONAL HOLDING （HK） LIMITED the controlling shareholder of the
Company and is a person acting in concert. In addition the Company doesn’t know
whether there is an associated relationship among the above shareholders or whether
they are parties acting in concert.Notes to the preferred shareholders whose voting rights have been
restored and the number of shares held NA
Shareholders holding more than 5% of shares top ten shareholders and top ten shareholders with unlimited shares in circulation participating in the lending of
shares in the transfer and financing business
√Applicable □Non-applicable
Unit: shares
Shareholders holding more than 5% of shares top ten shareholders and top ten shareholders with unlimited shares in circulation participating in the lending of
shares in the transfer and financing business
Shares held in general account Shares lent on transfer at the Shares held in general account
Name of and credit account at the beginning of the period and not and credit account at the end of Shares lent on transfer at the end
shareholder (full beginning of the period yet returned the period of the period and not yet returned
name) Total shares Percentage(%) Total shares
Percentage Total shares Percentage Total shares Percentage(%) (%) (%)
Industrial and
Commercial Bank
of China Limited
–33244000.30181000.0016116725830.6900
Huatai-PineBridge
CSI 300 ETF
China
Construction
Bank Corporation 1079200 0.10 164500 0.0149 8035992 0.48 0 0
– E Fund CSI 300
121 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
ETF
Top ten shareholders and top ten shareholders with unlimited shares outstanding changed from the previous period due to lending/repatriation of convertible bonds
□Applicable √Non-applicable
Number of shares held by the top ten shareholders with limited selling rights and the conditions of sale restriction
□Applicable √Non-applicable
122 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(3) Strategic investors or general legal persons becoming the top ten shareholders due to the
placement of new shares
□Applicable √Non-applicable
IV. Controlling Shareholder and Actual Controller
(1) Information about controlling shareholders
1 Corporate
□Applicable □Non-applicable
Name MECCA INTERNATIONAL
HOLDING （HK） LIMITED
Head or legal representative Wu Jianshu
Date of Incorporation July 21st 2008
Main business operations Investment
Shareholding status of other domestic and overseas listed No
companies that hold or participate in shares during the
reporting period
Other notes No
2 Natural person
□Applicable √Non-applicable
3 Special notes to no controlling shareholders in the Company
□Applicable √Non-applicable
4. Notes to Changes of Controlling Shareholders during the Reporting Period
□Applicable √Non-applicable
5 Block diagram of the equity rights and control relations between the Company and controlling
shareholders
√Applicable □Non-applicable
123 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(2) Actual controllers
1 Corporate
□Applicable √Non-applicable
2 Natural person
√Applicable □Non-applicable
Name Wu Jianshu
Nationality Hong Kong
Whether the above person has Yes
acquired the right of residence in
other countries or regions
Jobs and titles Formerly as President of Ningbo Tuopu Vibration Control
System Co. Ltd. President of Ningbo Tuopu Soundproof
System Co. Ltd. President of Ningbo Tuopu Coupling Co.Ltd. President of Ningbo Tuopu Automobile Special Rubber
Co. Ltd. President of Ningbo Tuopu Brake System Co. Ltd.Currently in the capacity of President of MECCA
INTERNATIONAL HOLDING (HK) LIMITED President of
Ningbo Tuopu Group Co. Ltd.Domestic or overseas listed No
companies controlled by the above
person in the past 10 years
3 Special notes to no controlling shareholders in the Company
□Applicable √Non-applicable
4 Index and date of changes in controlling shareholders during the reporting period
□Applicable √Non-applicable
3 Special notes to no controlling shareholders in the Company
√Applicable □Non-applicable
124 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Note: Mr. Wu Jianshu and Mr. Wu Hao Nian are father and son.
6 Actual controller who controls the company through trust or other asset management methods
□Applicable √Non-applicable
(3) Other information about the controlling shareholder and actual controller
□Applicable √Non-applicable
V. The controlling shareholder or the first majority shareholder of the Company and its
persons acting in concert with the accumulative number of pledged shares accounting for more
than 80% of the shares held by them
□Applicable √Non-applicable
Ⅵ. Other corporate shareholders holding more than 10% of the shares
□Applicable √Non-applicable
Ⅶ. Notes to restricted reduction of shares
□Applicable √Non-applicable
Ⅷ. Status of share repurchases made during the reporting period
□Applicable √Non-applicable
Section 8 Information about Preference Shares
□Applicable √Non-applicable
125 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Section 9 Information of Corporate Bonds
I. Corporate bonds debentures and non-financial corporate debt financing instruments
□Applicable √Non-applicable
II. Condition of convertible corporate bonds
√Applicable □Non-applicable
(1) Issuance of convertible bonds
□Applicable √Non-applicable
(2) Bond holders and guarantors during the reporting period
√Applicable □Non-applicable
Name of convertible corporate Tuopu Convertible Bond
bonds
Number of bond holders as at 6135
the end of the period
Guarantor for corporate bonds NA
The Top 10 convertible bond holders are listed below:
Number of bonds Percent of
Name of bond holder held as at the end of bonds held
the period (in RMB) (%)
China Merchants Bank Co. Ltd. – Bosera CSI Convertible 105801000 4.23
Bond & Exchangeable Bond ETF
Bank of China Limited – GF Juxin Bond Fund 98649000 3.95
Northwest Investment Management (Hong Kong) Limited – 86000000 3.44
Northwest Flying Dragon Fund Limited
China Galaxy Securities Co. Ltd. 81939000 3.28
UBS AG 66033000 2.64
Agricultural Bank of China Limited – Southern Xiyuan 60833000 2.43
Convertible Bond Fund
China Merchants Bank Co. Ltd. – Huabao Convertible Bond 43000000 1.72
Fund
National Social Security Fund – Portfolio 111 41297000 1.65
Industrial and Commercial Bank of China Limited – Southern 40359000 1.61
Guangli Bond Fund
Happy Life Insurance Co. Ltd. – Dividend 40175000 1.61
(IV) Changes in convertible bonds during the reporting period
√Applicable □Non-applicable
Unit: yuan Currency: Renminbi
Name of Increase or decrease
convertible Before change Conversion of Redemption Resale of After change
bonds shares of shares shares
Tuopu 2499772000 31000 2499741000
Convertible
Bonds
Cumulative conversion of convertible bonds during the reporting period
√Applicable □Not applicable
126 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Name of convertible bonds Tuopu Convertible Bonds
Amount of shares converted in the reporting 31000
period (yuan)
Number of shares converted in the reporting 602
period (shares)
Cumulative number of shares converted (shares) 3803
Cumulative number of shares converted accounted 0.000345
for the total number of issued shares of the
company before conversion (%)
Amount of shares not yet converted (yuan) 2499741000
Unconverted convertible bonds as a percentage of 99.989640
total convertible bonds issued (%)
(3) Successive adjustments of conversion price
√Applicable □Not applicable
Unit: Yuan Currency: RMB
Name of convertible bonds Tuopu Convertible Bonds
Conversion
price Adjusted Disclosure
adjustment conversion price time Disclosure media
Description of conversion price
adjustment
date
July 17 RMB70.92/share July 10 Shanghai Stock Adjustment of the conversion price
2023 2023 Exchange of Tuopu Convertible Bond due to
website the implementation of the profit
Securities Times distribution plan for the year 2022
July 19 RMB July 12 Shanghai Stock Adjustment of the conversion price
2024 48.06/share 2024 Exchange of Tuopu Convertible Bond due to
website the implementation of the profit
Securities Times distribution plan for the year 2023
The latest conversion price as RMB 48.06/share
at the end of the reporting
period
(V) The Company's indebtedness changes in creditworthiness and cash arrangements for debt
repayment in the coming years
√Applicable □Not applicable
The company's operations remain stable with a gearing ratio of 47.84% as of December 31 2024.Following a thorough analysis of the company's operational and industry conditions New Century
Ratings released the '2022 Regular Tracking Rating Report on Publicly Issued Convertible Corporate
Bonds of Ningbo Tuopu Group Co. Ltd.' The report reaffirmed the company's main credit rating at
'AA+' with a stable outlook and the credit rating for the 'Tuopu Convertible Bond' was also maintained
at 'AA+'. This rating is unchanged from the previous assessment. Throughout the reporting period the
Company has consistently met its obligation to pay interest to the holders of the 'Tuopu Convertible
Bonds' in full and on schedule.(VI) Description of other conditions of the convertible bonds
√Applicable □Not applicable
Between January 22 2025 and February 19 2025 during a span of 30 consecutive trading days the
closing price for 15 of those days must not fall below 130% of the current conversion price of the 'Tuopu
127 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Convertible Bonds' (which is RMB 62.48 per share). As outlined in the 'Tuopu Group Convertible Bond
Prospectus' this condition has activated the redemption clause for the convertible bonds. The 17th
Meeting of the Fifth Session of the Company's Board of Directors reviewed and approved the proposal
for the early redemption of the 'Tuopu Convertible Bonds' thereby deciding to exercise the early
redemption option and redeem all 'Tuopu Convertible Bonds' that are registered on the redemption
registration date.As of the close of business on March 13 2025 (the redemption registration date) the outstanding
balance of 'Tuopu Convertible Bonds' was RMB9709000 (97090 bonds) representing 0.3884% of the
total issuance. According to data from the China Securities Depository & Clearing Corporation
Shanghai Branch the number of 'Tuopu Bonds' being redeemed is 97090 with a total redemption
payment amounting to RMB9747790.52 (inclusive of current interest) scheduled for payment on
March 14 2025 which coincides with the issuance date. Following the early redemption of the 'Tuopu
Convertible Bonds' the company's total share capital will rise to 1737835580 shares. Effective March
14 2025 the 'Tuopu Convertible Bonds' will be removed from the Shanghai Stock Exchange.
Section 10 Financial Report
128 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
I. Audit report
√Applicable □Non-applicable
Audit Report
Xin Kuai Shi Bao Zi [2025] No. ZF10448
To the shareholders of Ningbo Tuopu Group Co. Ltd:
I. Opinion
We have audited the financial statements of Ningbo Tuopu Group Co. Ltd. (hereinafter referred to
as “Tuopu Group”) including the parent company's and the consolidated balance sheet dated December
31 2024 the parent company's and the consolidated income statement the parent company's and the
consolidated cash flow statement and the parent company's and the consolidated statement of changes in
owners' equity for the year 2024 ended as well as the notes to relevant financial statements.In our opinion the attached financial statements are prepared in all material respects in accordance
with “Accounting Standards for Business Enterprises” which fairly reflected the consolidated and the
parent company’s financial position of Ningbo Tuopu Group Co. Ltd. as at December 31 2024 and the
consolidated and the parent company’s operating results and cash flows for the year 2024 ended.II. Basis for Our Opinion
We conducted our audit in accordance with the Auditing Standards for Certified Public
Accountants in China. Our responsibilities under those standards are further described in the CPA'sResponsibilities for the Audit of the Financial Statements section of our report. According to the “Codeof Ethics for Chinese Certified Public Accountants” we are independent of Tuopu and have fulfilled our
other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our audit opinions.III. Key Audit Matters
Key audit matters are those matters that in our professional judgment were of most significance in
our audit of the financial statements of the current period. These matters were addressed in the context of
our audit of the financial statements as a whole and in forming our opinion thereon and we do not
provide a separate opinion on these matters.The key audit matters identified during the audit are summarized as follows:
Key Audit Matters How the matter was addressed in the audit
(1) Recognition of revenue
More details about the accounting Our main audit procedures for the above key audit matters
policies for revenue recognition and related to recognition of revenue are as described below:
the analysis of revenue are available 1. Understand the internal control system in relation to revenue
in the accounting policies as referred recognition and the design and implementation of the financialto in Note (25) of “III. Significant accounting system and test the effectiveness of its operation;Accounting Policies and Accounting 2. We understand and evaluate whether the revenue recognitionEstimates" and Note (40) of “V. policy of the Company is appropriate or not by reviewing salesNotes to Items of the Consolidated contracts and interviews with management;Financial Statements”. 3. Perform an analytical review of revenue and gross profit
In 2024 Tuopu Group’s income from based on product types and customer types and determine
main business operations is RMB whether there are abnormal fluctuations in the amount of
25011816200. revenue during the current period;
Because revenue is one of the key 4. Classify sales regions select samples from the income
performance indexes of Tuopu transactions as recorded in respect of this year check invoices
Group there is an inherent risk of sales contracts delivery orders customs declaration forms
management manipulating the time B/Ls and other supporting documents and evaluate whether the
point of revenue recognition in order relevant revenue recognition complies with the revenue
to achieve specific goals or recognition accounting policies of the Company;
expectations. In this regard we 5. Conduct cut-off test on the operating income recognized
129 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
regard Tuopu Group's revenue before and after the balance sheet date in order to evaluate
recognition as a key audit matter. whether the operating income is recognized in the appropriate
period;
6. Make external confirmation of the account receivable balance
and sales of major customers and confirm whether the account
receivable balance at the end of the period and the current
income amount are true and accurate;
7. Check if the information related to revenue has been properly
presented and disclosed in the financial statements.
(2) Impairment of goodwill
The details and analysis of the Our main audit procedures in respect of the above key audit
accounting policies for impairment of matters related to the impairment of goodwill are as follows:
goodwill are available in the 1. We evaluate and test the effectiveness of the design and
accounting policies as referred to in implementation of internal controls related to the goodwillNote (20) of “III. Significant impairment test including the adoption of key assumptions andAccounting Policies and Accounting the review and approval of the amount of impairment provision;Estimates" and Note (16) of “V. 2. Referring to industry practices assess the appropriateness ofNotes to Items of the Consolidated the valuation method used by the management for cash flowFinancial Statements”. forecasts;
As of December 31 2024 the 3. Comparing key input values such as revenue growth rate
original book value of Tuopu Group's perpetual growth rate and cost increase with past performance
goodwill is RMB 287349900 and perform prudent evaluation on the key assumptions and
the amount of provision for judgments used in preparing discounted cash flow forecasts;
impairment is RMB 85247200. 4. Discuss with the management and others about the
The management conducts an reasonableness of the methods used in the process of goodwill
impairment test on the goodwill impairment test the assumptions of key assessments the
formed by the business combination selection of parameters the forecast of future income and the
at the end of each year. The result of discount rate of cash flow;
the impairment test of goodwill is 5. Conduct a retrospective review by comparing the forecast of
fixed by the estimation report of the previous year with the performance of this year to assess the
relevant asset group recoverable reliability and historical accuracy of the management's
value as prepared by the forecasting process;
management. The recoverable 6. Evaluate the competence professionalism and objectivity of
amount of the relevant asset group is the specialists appointed by the management and reach a
calculated and fixed by the present consensus on the content of their works;
value of the estimated future cash 7. Check if the information related to goodwill impairment has
flow. The discounted cash flow been properly presented and disclosed in the financial
forecasts are prepared by using major statements.judgments and estimates especially
determining the growth rate during
the forecast period perpetual growth
rate gross profit margin discount
rate.Since the process of goodwill
impairment test is very complex
which relates to significant
management estimates and
judgments we regard the impairment
of goodwill as a key audit matter.IV. Other Information
The management of Tuopu Group(hereinafter referred to as the Management) is responsible for the
other information. The other information includes the information covered in Tuopu’s annual report for
the year 2022 ended other than the financial statements and our audit report.Our opinion on the financial statements does not cover the other information and we do not and will
not express any form of assurance conclusion thereon.
130 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
In combination with our audit of the financial statements our responsibility is to read the other
information and in doing so consider whether the other information is materially inconsistent with the
financial statements or our knowledge obtained in the audit or otherwise appears to be materially
misstated.If based on the work we have performed we conclude that there is a material misstatement of this
other information we are required to report that fact. We have nothing to report in this regard.V. Responsibilities of Management and Those Charged with Governance for the
Financial Statements
The Management is responsible for preparing the financial statements in accordance with the
requirements of Accounting Standards for Business Enterprises to achieve a fair presentation and for
designing implementing and maintaining necessary internal control to ensure that the financial
statements are free from material misstatements whether due to frauds or errors.In preparing the financial statements the Management is responsible for assessing Tuopu’s ability
to continue operating disclosing matters related to continuous operation (if applicable) and using the
hypothesis of continuous operation unless there is a plan to liquidate terminate operations or no other
realistic options.The management is responsible for supervising the financial reporting process of Tuopu.VI. CPA's Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole
are free from material misstatement whether due to fraud or error and to issue an audit report that
includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an
audit conducted in accordance with the audit standards will always detect a material misstatement when
it exists. Misstatements can arise from fraud or error and are considered material if individually or in the
aggregate they could reasonably be expected to influence the economic decisions of users made on the
basis of these financial statements.As part of an audit in accordance with the audit standards we exercise professional judgment and
maintain professional skepticism throughout the audit. We also:
(1) Identify and assess the risks of material misstatement of the financial statements whether due
to fraud or error design and perform audit procedures responsive to those risks and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a
material misstatement resulting from fraud is higher than one resulting from error as fraud may involve
collusion forgery intentional omissions misrepresentations or the override of internal control.
(2) Obtain an understanding of internal control relevant to the audit in order to design appropriate
audit procedures but not for the purpose of expressing an opinion on the effectiveness of the Company's
internal control.
(3) Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the Management.
(4) Conclude on the appropriateness of using the going concern assumption by the Management.
At the same time draw a conclusion based on the audit evidence obtained on whether there is
significant uncertainty in matters or situations that may cause major doubts about Tuopu's ability in
continuous operation. If we conclude that a material uncertainty exists we are required to draw attention
in our audit report to the related disclosures in the financial statements or if such disclosures are
inadequate to modify our opinion. Our conclusions are based on the information available up to the date
of our audit report. However future events or conditions may result in Tuopu 's inability to continue
operating.
(5) Evaluate the overall presentation (including the disclosures) structure and content of the
financial statements and whether the financial statements fairly reflect the relevant transactions and
events.
(6) Obtain sufficient and appropriate audit evidence regarding the financial information of the
entities or business activities within Tuopu to express an opinion on the financial statements. We are
responsible for guiding supervising and implementing the group audit and remain solely responsible for
our audit opinion.
131 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
We have communicated with those charged with governance on such matters as the scope of audit
as planned the schedule and material audit findings including the defects in the internal control that are
worth paying attention to found in this audit.We have also provided those charged with governance with a statement on observing the
professional ethics related to independence and communicated with those charged with governance on
all the relationships and other matters that might be reasonably deemed to affect our independence and
relevant preventative measures (if applicable).From the matters communicated with those charged with governance we determine those matters
that were of most significance in the audit of the financial statements of the current period and are
therefore the key audit matters. We describe these matters in our audit report unless law or regulation
precludes public disclosure about the matter or when in extremely rare circumstances we determine that
a matter should not be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.BDO China Shu Lun Pan Certified Chinese CPA: Yu Weiying
Public Accountants LLP (Project Partner)
(Special General Partnership)
Chinese CPA: Tang Wei
Shanghai China Date: April 22 2025
132 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
II. Financial Statements
Consolidated Balance Sheet
As of 31 December 2024
Prepared by: Ningbo Tuopu Group Co. Ltd.Unit: Yuan Currency: RMB
Item Note 31 December 2024 31 December 2023
Current assets:
Cash and Bank Balances VII.1 3987765850.28 2855366991.27
Deposit Reservation for
Balance
Loans to Banks and Other
Financial Institutions
Trading Financial Assets VII.2 1050000000.00 300872066.52
Derivative Financial Assets
Notes receivable VII.4 24667150.00 554030607.88
Accounts receivable VII.5 6425588731.75 5006715161.67
Receivables Financing VII.7 2659789309.01 1039933314.87
Prepayments VII.8 167363593.66 116414223.74
Premium Receivable
Reinsurance Accounts
Receivable
Reinsurance Contract
Reserves Receivable
Other Receivables VII.9 80413358.88 89762378.31
Including: interest receivable
Dividends Receivable
Buying Back the Sale of
Financial Assets
Inventory VII.10 4000058158.99 3244841805.11
Including: data resources
Contract Assets
Holding for-sale assets
Non-current Assets Due
within 1
Year
Other Current Assets VII.13 287567653.75 283924859.25
Subtotal of Current Assets 18683213806.32 13491861408.62
Non-current Assets:
Granting of loans and
advances
Investment in Creditor's
Rights
Investment in Other
Creditor's Rights
Long-term Receivables
Long-term Equity Investment VII.17 96732684.19 139641447.46
Investment in Other Equity
Instruments
Other Non-current Financial
Assets
133 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Investment Property VII.20 20832087.25 22979091.55
Fixed Assets VII.21 13684596301.61 11518327615.38
Projects under Construction VII.22 2284619095.64 2999617867.21
Productive Biological Assets
Oil and gas assets
Right-of-use Assets VII.25 534259860.28 340623222.02
Intangible Assets VII.26 1369518780.91 1390141202.49
Including: data resources
Development Expenditure
Including: data resources
Goodwill VII.27 202102686.43 203183057.72
Long-term unamortized VII.28
expenses 209595476.57 169098529.79
Deferred Income Tax Assets VII.29 239126561.54 202239458.82
Other Non-current Assets VII.30 219274564.68 292058305.82
Total Non-current Assets 18860658099.10 17277909798.26
Total Assets 37543871905.42 30769771206.88
Current Liabilities:
Short-term loan VII.32 930632816.92 999798705.09
Borrowings from the Central
Bank
Borrowings from Banks and
Other Financial Institutions
Transactional financial
liabilities
Derivative Financial
Liabilities
Notes Payable VII.35 3198453321.20 2855691274.58
Accounts Payable VII.36 6140245146.25 5407037561.30
Received Prepayments
Contract liabilities VII.38 24262437.81 20090277.73
Financial Assets Sold for
Repurchase
Deposit Taking and Interbank
Deposit
Receiving from Vicariously
Traded Securities
Receiving from Vicariously
Sold Securities
Payroll payable VII.39 391032354.37 353499479.48
Tax Payable VII.40 325243378.19 271156762.61
Other Payables VII.41 22158931.54 24690743.41
Including: interest payable
Dividends Payable
Service Charge and
Commission Payable
Reinsurance Accounts
Payable
Holding for-sale liabilities
Non-current Liabilities Due VII.43
within 1 Year 2004964391.44 1290220025.19
Other Current Liabilities VII.44 1540946.15 1690671.66
Subtotal of Current
Liabilities 11223875501.05 9620651340.69
134 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Non-current Liabilities:
Insurance Contract Reserves
Long-term loan VII.45 1448871389.82 2506123957.26
Bonds Payable VII.46 2513474488.62 2436329229.37
Including: Preferred Stocks
Perpetual Bonds
Lease Liabilities VII.47 486054607.63 298078535.61
Long-term Payables
Long-term payroll payable
Expected Liabilities
Deferred Income VII.51 408021000.71 424223057.18
Deferred Income Tax VII.29
Liabilities 65663219.31 66838020.68
Other Non-current Liabilities
Total Non-current
Liabilities 4922084706.09 5731592800.10
Total Liabilities 17960618429.96 16955468301.15
Owners’ Equity (or Shareholders' Equity):
Paid-in capital (or share VII.53
Capital) 1686025655.00 1102049773.00
Other Equity Instruments VII.54 143199396.33 143201172.16
Including: Preferred Stocks
Perpetual Bonds
Capital Reserves VII.55 8255524193.88 5341029541.42
Less: Treasury Share
Other Comprehensive VII.57
Incomes -93966397.00 -7279431.39
Special Reserves
Surplus Reserves VII.59 822049459.12 706943994.98
General Risk Reserves
Undistributed Profits VII.60 8737431642.33 6498434550.76
Total Shareholders' Equity
Attributable to the Parent 19550263949.66 13784379600.93
Company
Minority Shareholders'
Equity 32989525.80 29923304.80
Total Shareholders' Equity 19583253475.46 13814302905.73
Total Liabilities and
Shareholders' Equity 37543871905.42 30769771206.88
Legal Representative: Wu Jianshu Accounting Work Officer: Hong Tieyang Accounting Institution
Officer: Hong Tieyang
Balance Sheet of the Parent Company
As of 31 December 2024
Prepared by: Ningbo Tuopu Group Co. Ltd.Unit: Yuan Currency:RMB
135 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Item Note 31 December 2024 31 December 2023
Current Assets:
Cash and Bank Balances 1507017750.23 618675203.54
Trading Financial Assets 1050000000.00 300000000.00
Derivative Financial Assets
Notes receivable
Accounts receivable XIX.1 2689653147.30 1991981167.80
Receivables Financing 231979.76 6020517.09
Prepayments 22107364.37 19523355.44
Other Receivables XIX.2 149728635.35 338124520.82
Including: interest receivable
Dividends Receivable
Inventory 788510587.70 748720435.55
Including: data resources
Contract Assets
Holding for-sale assets
Non-current Assets Due
within 1 Year
Other Current Assets
Subtotal of Current Assets 6207249464.71 4023045200.24
Non-current Assets:
Investment in Creditor's
Rights
Investment in Other
Creditor's Rights
Long-term Receivables
Long-term Equity Investment XIX.3 15294612477.05 12525007982.83
Investment in Other Equity
Instruments
Other Non-current Financial
Assets
Investment Property 20832087.25 22979091.55
Fixed Assets 2436646584.65 2437105520.81
Projects under Construction 206685505.34 238684855.76
Productive Biological Assets
Oil and gas assets
Right-of-use Assets
Intangible Assets 290277281.84 290479090.94
Including: data resources
Development Expenditure
Including: data resources
Goodwill
Long-term unamortized
expenses 26094679.16 23705229.33
Deferred Income Tax Assets
Other Non-current Assets 42225516.29 47858801.24
Total Non-current Assets 18317374131.58 15585820572.46
Total Assets 24524623596.29 19608865772.70
Current Liabilities:
Short-term loan 830559900.03 599470362.78
Transactional financial
liabilities
Derivative Financial
Liabilities
136 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Notes Payable 760519054.46 575433154.97
Accounts Payable 2173951573.06 1663426306.15
Received Prepayments
Contract liabilities 1243052.15 1605274.16
Payroll payable 135586062.44 116634952.50
Tax Payable 94979698.50 81172711.50
Other Payables 6487199.73 6018884.90
Including: interest payable
Dividends Payable
Holding for-sale liabilities
Non-current Liabilities Due
within 1 Year 1425054751.80 746896254.40
Other Current Liabilities 161596.78 208685.64
Subtotal of Current
Liabilities 5428542888.95 3790866587.00
Non-current Liabilities:
Long-term loan 1197500000.00 1970000000.00
Bonds Payable 2513474488.62 2436329229.37
Including: Preferred Stocks
Perpetual Bonds
Lease Liabilities
Long-term Payables
Long-term payroll payable
Expected Liabilities
Deferred Income 106395921.90 117125221.06
Deferred Income Tax
Liabilities 924146.40 19778558.30
Other Non-current Liabilities
Subtotal of Non-current
Liabilities 3818294556.92 4543233008.73
Total Liabilities 9246837445.87 8334099595.73
Owners’ Equity (or Shareholders' Equity):
Paid-in Capital (or Share
Capital) 1686025655.00 1102049773.00
Other Equity Instruments 143199396.33 143201172.16
Including: Preferred Stocks
Perpetual Bonds
Capital Reserves 8255524193.88 5341029541.42
Less: Treasury Share
Other Comprehensive
Incomes
Special Reserves
Surplus Reserves 822049459.12 706943994.98
Undistributed Profits 4370987446.09 3981541695.41
Total Owners’ Equity (or
Shareholders' Equity) 15277786150.42 11274766176.97
Total Liabilities and
Owners’ Equity (or 24524623596.29 19608865772.70
Shareholders' Equity)
Legal Representative: Wu Jianshu Accounting Work Officer: Hong Tieyang Accounting Institution
Officer: Hong Tieyang
137 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Consolidated Income Statement
For the Period from January 2024 to December 2024
Unit: Yuan Currency: RMB
Item Note 2024 2023
I. Total Operating Revenue 26600328450.94 19700560430.00
Including: Operating Revenue VII.61 26600328450.94 19700560430.00
Interest Income
Earned Premiums
Service Charge and
Commission Income
II. Total Operating Cost 23534876960.27 17185938637.55
Including: Operating Cost VII.61 21066746134.44 15189359712.02
Interest Expenditures
Service Charge and
Commission Expenses
Surrender Value
Net Claims Paid
Net Amount of Withdrawn
Reserve for Insurance Liability
Contract
Policyholder Dividend
Expense
Reinsurance Cost
Taxes and Surcharges VII.62 183296384.76 148123816.92
Sales Expenses VII.63 274039830.25 232582825.17
Administration expenses VII.64 620867938.38 543720741.04
Research and development
expense VII.65 1224242543.46 986403005.39
Financial Expenses VII.66 165684128.98 85748537.01
Including: interest expenses 237972888.20 228089328.18
Interest Income 48350722.43 46324974.29
Add: Other income VII.67 407860226.79 219278730.12
Investment Income (Mark"-"
for Loss) VII.68 84364589.22 3969018.78
Including: Investment Income
from Affiliates and Joint Ventures 45857248.62 -2063278.75
Profits from
derecognition of Financial Assets at
Amortized Cost
Exchange Gains (Mark"-" for
Losses)
Profit of Net Exposure
Hedging (Mark"-" for Loss)
Incomes from changes in fair
value (losses marked with "-") VII.70 1018222.92 -82821.96
Credit Impairment Losses
(Mark"-" for Loss) VII.71 -79776922.89 -196691064.38
Asset Impairment Losses
(Mark"-" for Loss) VII.72 -59338979.48 -71460814.51
Asset Disposal Income
(Mark"-" for Loss) VII.73 389596.49 6635932.50
III. Operating Profit (Mark"-" for
Loss) 3419968223.72 2476270773.00
138 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Add: Non-operating Revenues VII.74 26452409.16 4102935.73
Less: Non-operating Expenses VII.75 25161191.02 18083984.41
IV. Total Profit (Mark"-" for Total
Loss) 3421259441.86 2462289724.32
Less: Income Tax Expense VII.76 417572835.57 312273518.56
V. Net Profit (Mark"-" for Net Loss) 3003686606.29 2150016205.76
(1) Classified by operation continuity
1. Net Profit as a Going Concern
(Mark"-" for Net Loss) 3003686606.29 2150016205.76
2. Net Profit of Discontinued
Operation (Mark"-" for Net Loss)
(2). Classified by the attribution of ownership
1. Net Profit Attributable to
Shareholders of Parent Company 3000605982.24 2150642258.47
2. Minority Shareholders' Profit
and Loss 3080624.05 -626052.71
VI. Net Amount of Other
Comprehensive Incomes after Tax -86701368.66 14088956.94
(1) Net Amount of Other
Comprehensive Incomes after Tax
Attributable to the Parent Company's -86686965.61 14064400.47
Owner
1 Other comprehensive income
that cannot be reclassified as P/L
(1) Re-measure the variation of
the defined benefit plan
(2) Other comprehensive income
that cannot be transferred to P/L under
the equity method
(3) Changes in the fair value of
investment in other equity instruments
(4) Changes in the fair value of
the credit risk of the enterprise
2. Other comprehensive income
that will be reclassified as P/L -86686965.61 14064400.47
(1) Other comprehensive income
that can be transferred to P/L under the
equity method
(2) Changes in the fair value of
investment in other creditor's rights
(3) Financial assets reclassified into
other comprehensive income
(4) Provisions for the credit
impairment of investment in other
creditor's rights
(5) Cash flow hedge reserves
(6) Currency translation difference -86686965.61 14064400.47
(7) Others
(2) Net Amount of Other
Comprehensive Incomes After Tax -14403.05 24556.47
Attributable to Minority Shareholders
VII. Total Comprehensive Income 2916985237.63 2164105162.70
(1) Total Comprehensive Income
Attributable to the Parent Company's 2913919016.63 2164706658.94
Owner
(2) Total Comprehensive Income 3066221.00 -601496.24
139 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Attributable to Minority Shareholders
VIII. Earnings per Share:
(1) Basic Earnings per Share (yuan
per share) 1.79 1.35
(2) Diluted Earnings per Share
(yuan per share) 1.78 1.35
If there is a business combination under the same control in the current period the net profit earned by
the combined party before the combination is: RMB 0 and the net profit earned by the combined party
in the previous period is: RMB 0.Legal Representative: Wu Jianshu Accounting Work Officer: Hong Tieyang Accounting Institution
Officer: Hong Tieyang
Income Statement of the Parent Company
For the Period from January 2024 to December 2024
Unit: Yuan Currency: RMB
Item Note 2024 2023
I. Operating Revenue XIX.4 8578196865.49 7358313567.96
Less: Operating Cost XIX.4 6468686480.16 5625354690.49
Taxes and Surcharges 57332196.28 51014241.28
Sales Expenses 2401883.32 46825.47
Administration expenses 243766062.32 200480878.28
Research and development
expense 627087078.54 591964067.53
Financial Expenses 152189956.78 158399513.24
Including: interest expenses 176913648.32 191588472.08
Interest Income 34788229.62 25187946.12
Add: Other income 216230803.37 120968043.79
Investment Income (Mark"-"
for Loss) XIX.5 84298500.24 3969018.78
Including: Investment Income
from Affiliates and Joint Ventures 45857248.62 -2063278.75
Profits from Derecognition of
Financial Assets at Amortized Cost
Profit of Net Exposure
Hedging (loss in "-")
Incomes from changes in fair
value (loss in "-")
Credit Impairment Losses (loss
in "-") -53729920.45 -28586731.03
Asset Impairment Losses (loss
in "-") -15652482.39 -29964582.04
Asset Disposal Income (loss in
"-")-316176.797080096.04
II. Operating Profit (loss in "-") 1257563932.07 804519197.21
Add: Non-operating Revenues 1659822.93 543752.23
Less: Non-operating Expenses 3555750.22 3155249.75III. Total Profit (total loss in “-“) 1255668004.78 801907699.69Less: Income Tax Expense 104613363.43 47316819.33
IV. Net Profit (Mark for Net Loss) 1151054641.35 754590880.36
(I) Net Profit as a Going Concern(net loss in “-“) 1151054641.35 754590880.36(II) Net Profit of Discontinued
140 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024Operation (net loss in “-“)V. Net Amount of Other
Comprehensive Incomes After Tax
(1) Other comprehensive income
that cannot be reclassified as P/L
1. Re-measure the variation of the
defined benefit plan
2. Other comprehensive income
that cannot be transferred to P/L under
the equity method
3. Changes in the fair value of
investment in other equity instruments
4. Changes in the fair value of the
credit risk of the enterprise
(2) Other comprehensive income
that will be reclassified as P/L
1. Other comprehensive income
that can be transferred to P/L under the
equity method
2. Changes in the fair value of
investment in other creditor's rights
3. Financial assets reclassified
into other comprehensive income
4. Provisions for the credit
impairment of investment in other
creditor's rights
5. Cash flow hedge reserves
6. Currency translation difference
7. Others
VI. Total Comprehensive Income 1151054641.35 754590880.36
VII. Earnings per Share:
(I) Basic Earnings per Share (yuan 0.68 0.47
per share)
(II) Diluted Earnings per Share (yuan 0.68 0.47
per share)
Legal Representative: Wu Jianshu Accounting Work Officer: Hong Tieyang Accounting Institution
Officer: Hong Tieyang
141 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Consolidated Cash Flow Statement
For the Period from January 2024 to December 2024
Unit: Yuan Currency: RMB
Item Note 2024 2023
I. Cash Flow Generated by Operational Activities:
Cash from Sales of
Merchandise and Provision of 21796575291.59 19971831263.03
Services
Net Increase in Customer's
Bank Deposits and Interbank
Deposits
Net Increase in Borrowings
from the Central Bank
Net Increase in Borrowings
from Other Financial Institutions
Cash Arising from Receiving
Premiums for the Original
Insurance Contract
Net Amount Arising from
Reinsurance Business
Net Increase in Deposits and
Investments from Policyholders
Cash Arising from Interests
Service Charges and Commissions
Net Increase in Borrowings
from Banks and Other Financial
Institutions
Net Increase in Repurchase
Business Funds
Net Amount of Cash Received
from the Vicariously Traded
Securities
Tax Refund 879005733.81 785940216.35
Other Received Cashes Related
to Operational Activities VII.78 320326198.10 316295492.22
Subtotal of cash inflow from
operational activities 22995907223.50 21074066971.60
Cash Paid for Merchandise and
Services 14586196696.76 13456143984.77
Net Increase in Loans and
Advances to Customers
Net Increase in Deposits with
Central Bank and Other Financial
Institutions
Cash Paid for Original
Insurance Contract Claims
Net increase of funds lent
Cash Paid for Interests Service
Charges and Commissions
Cash Paid for Policy Dividends
Cash Paid to and for Employees 3005361418.06 2343276069.26
Cash Paid for Taxes and
Surcharges 1215483907.21 1087471879.85
Other Paid Cashes Related to
Operational Activities VII.78 952796514.63 821545760.98
142 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Subtotal of cash outflow
from operational activities 19759838536.66 17708437694.86
Net cash flow generated
by operating activities 3236068686.84 3365629276.74
II. Cash Flow from Investment Activities:
Cash Arising from Disposal of
Investments 3785397630.04 1016032297.53
Cash Arising from Investment
Incomes 50000000.00
Net Cash Arising from Disposal
of Fixed Assets Intangible Assets 50606416.50 19710578.44
and Other Long-term Assets
Net Cash Arising from Disposal
of Subsidiaries and Other
Business Units
Other Received Cashes Related
to Investment Activities VII.78 32095926.23 40915600.00
Subtotal of cash inflow from
investment activities 3918099972.77 1076658475.97
Cash Paid for Purchase and
Construction of Fixed Assets
Intangible Assets and Other 3145862082.45 3176917076.36
Long-term Assets
Cash Paid for Investments 4495000000.00 1310000000.00
Net Increase in Pledge Loans
Net Cash Paid for Acquisition
of Subsidiaries and Other
Business Units
Other Paid Cashes Related to
Investment Activities VII.78 5000000.00
Subtotal of Cash Outflow
from Investment Activities 7645862082.45 4486917076.36
Net amount of cash flow
generated by investment activities -3727762109.68 -3410258600.39
III. Cash Flow from Financing Activities:
Cash Arising from Absorbing
Investments 3498437798.43
Including: Cash Arising from
Subsidiaries Absorbing
Investments by Minority
Shareholders
Cash Arising from Borrowings 2842500000.00 3565013356.11
Other Received Cashes Related
to Financing Activities VII.78
Subtotal of cash inflow from
financing activities 6340937798.43 3565013356.11
Cash Paid for Debts Repayment 3295035690.40 2780634391.85
Cash Paid for Distribution of
Dividends and Profits or Payment 788539373.05 648393139.87
of Interests
Including: Dividends and
Profits Paid to Minority
Shareholders by Subsidiaries
Other Paid Cashes Related to
Financing Activities VII.78 70165229.26 207414182.52
Subtotal of cash outflow 4153740292.71 3636441714.24
143 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
from financing activities
Net cash flow generated
by financing activities 2187197505.72 -71428358.13
IV. Impact of Fluctuation in
Exchange Rate on Cash and -67175426.10 19783061.01
Cash Equivalents
V. Net Increase in Cash and
Cash Equivalents 1628328656.78 -96274620.77
Add: Cash and Cash
Equivalents at the 2313937932.51 2410212553.28
Commencement of the Period
VI. Cash and Cash Equivalents
at the End of the Period 3942266589.29 2313937932.51
Legal Representative: Wu Jianshu Accounting Work Officer: Hong Tieyang Accounting Institution
Officer: Hong Tieyang
Cash Flow Statement of the Parent Company
For the Period from January 2024 to December 2024
Unit: Yuan Currency: RMB
Item Note 2024 2023
I. Cash Flow Generated by Operational Activities:
Cash from Sales of
Merchandise and Provision of 6854222269.60 6981406717.64
Services
Tax Refund 6206122.97 52500780.95
Other Received Cashes Related
to Operational Activities 184129929.08 136982528.01
Subtotal of cash inflow from
operational activities 7044558321.65 7170890026.60
Cash Paid for Merchandise and
Services 4139958007.03 3477335286.36
Cash Paid to and for Employees 862593680.40 737512383.00
Cash Paid for Taxes and
Surcharges 425087474.44 370383385.60
Other Paid Cashes Related to
Operational Activities 321653484.43 354121687.97
Subtotal of cash outflow
from operational activities 5749292646.30 4939352742.93
Net cash flow generated by
operating activities 1295265675.35 2231537283.67
II. Cash Flow from Investment Activities:
Cash Arising from Disposal of
Investments 3783441251.62 1016032297.53
Cash Arising from Investment
Incomes 50000000.00
Net Cash Arising from Disposal
of Fixed Assets Intangible Assets 100274217.72 98890529.05
and Other Long-term Assets
Net Cash Arising from Disposal
of Subsidiaries and Other
Business Units
Other Received Cashes Related
to Investment Activities 707706673.72 197706727.42
144 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Subtotal of cash inflow from
investment activities 4641422143.06 1312629554.00
Cash Paid for Purchase and
Construction of Fixed Assets
Intangible Assets and Other 134060164.10 375255080.01
Long-term Assets
Cash Paid for Investments 7268747245.60 2865569975.00
Net Cash Paid for Acquisition
of Subsidiaries and Other
Business Units
Other Paid Cashes Related to
Investment Activities 534770000.00 332465000.00
Subtotal of Cash Outflow
from Investment Activities 7937577409.70 3573290055.01
Net amount of cash flow
generated by investment activities -3296155266.64 -2260660501.01
III. Cash Flow from Financing Activities:
Cash Arising from Absorbing
Investments 3498437798.43
Cash Arising from Borrowings 2274000000.00 2169000000.00
Other Received Cashes Related
to Financing Activities 148000000.00 100000000.00
Subtotal of cash inflow from
financing activities 5920437798.43 2269000000.00
Cash Paid for Debts Repayment 2142900000.00 2139600000.00
Cash Paid for Distribution of
Dividends and Profits or Payment 740592666.49 618038572.64
of Interest
Other Paid Cashes Related to
Financing Activities 148000467.68 160232525.08
Subtotal of cash outflow
from financing activities 3031493134.17 2917871097.72
Net cash flow generated by
financing activities 2888944664.26 -648871097.72
IV. Impact of Fluctuation in Exchange Rate on
Cash and Cash Equivalents -806653.22 -379127.10
V. Net Increase in Cash and Cash Equivalents 887248419.75 -678373442.16
Add: Cash and Cash Equivalents at the
Commencement of the Period 600119330.48 1278492772.64
VI. Cash and Cash Equivalents at the End of the
Period 1487367750.23 600119330.48
Legal Representative: Wu Jianshu Accounting Work Officer: Hong Tieyang Accounting Institution
Officer: Hong Tieyang
145 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Consolidated Statement of Changes in Owners' Equity
For the Period from January 2024 to December 2024
Unit:Yuan Currency:RMB
2024
Shareholders' Equity Attributable to the Parent Company's Owner
Other Equity G
Instruments e
n
e
r
Le a
ss: Sp l
Pe
Item Pr Tr ec R Minority
Paid-in rpef ea Other ial i O Shareholde
Total
et Capital Surplus Undistributed th Shareholder s'Capital (or err su Comprehens Re s er Subtotal
rs 'Equity
ua Reserves Reserves Profits EquityShare Capital) ed Others ry ive Incomes se k
l s
St Sh rv R
B
oc ar es e
on
ks es s
ds e
r
v
e
s
I.Balance
at the
1102046572.00143214233.305340798886.81-21343831.86631484906.944933499753.4212129700520.6130524801.0412160225321.65
End of
Last
Year
Add:
Change
s in
Accoun
146 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
ting
Policies
Co
rrection
of
Errors
in the
Previou
s Period
Others
II.Balance
at the
1102046572.00143214233.305340798886.81-21343831.86631484906.944933499753.4212129700520.6130524801.0412160225321.65
Start of
This
Year
III.Increase
s or
Decreas
es in
3201.00-13061.14230654.6114064400.4775459088.041564934797.341654679080.32-601496.241654077584.08
This
Period
(Decrea
ses in
"-")
(I)
Total
Compre 14064400.47 2150642258.47 2164706658.94 -601496.24 2164105162.70
hensive
Income
(II)
Shareho
lders'
Contrib 3201.00 -13061.14 230654.61 220794.47 220794.47
ution
and
Reducti
147 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
on in
Capital
1.
Commo
n stock
invested
by the
owner
2.
Capital
Investe
d by
Holders
3201.00-13061.14230654.61220794.47220794.47
of
Other
Equity
Instrum
ents
3.
Amount
of
Share-b
ased
Paymen
ts
Recorde
d into
Shareho
lders'
Equity
4.
Others
(III)
Profit
75459088.04-585707461.13-510248373.09-510248373.09
Distribu
tion
1.
Approp
riation 75459088.04 -75459088.04
of
Surplus
148 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Reserve
s
2.
Approp
riation
of
General
Risk
Reserve
s
3.
Distribu
tion to
Owners -510248373.09 -510248373.09 -510248373.09
(or
Shareho
lders)
4.
Others
(IV)
Internal
Carry-f
orward
of
Shareho
lders'
Equity
1.
Capital
Reserve
s
Transfe
rred
into
Capital
(or
Share
Capital)
2.
Surplus
Reserve
s
149 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Transfe
rred
into
Capital
(or
Share
Capital)
3.
Surplus
Reserve
s
Coverin
g
Losses
4.
Carry-f
orward
retained
earning
s of the
variatio
n of the
defined
benefit
plan
5.Othe
r
Carry-f
orward
Retain
ed
Earnin
gs of
the
Compr
ehensi
150 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
ve
Income
6.
Others
(V)
Special
Reserve
s
1.
Withdra
wal in
this
period
2. Used
in this
period
(VI)
Others
IV.Balance
at the
1102049773.00143201172.165341029541.42-7279431.39706943994.986498434550.7613784379600.9329923304.8013814302905.73
End of
This
Period
Item 2023
151 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Shareholders' Equity Attributable to the Parent Company's Owner
Other Equity G
Instruments e
n
e
r
Le a
ss: Sp l
Pe
Pr Tr ec R Minority Total
Paid-in rpef ea Other ial i O Shareholde
Capital (or et
Capital Surplus Undistributed th
err su Comprehens Re s Subtotal rs 'Equity
Shareholder s'
Reserves Reserves Profits er Equity
Share Capital) uaed Others ry ive Incomes se k
l s
St Sh rv R
B
oc ar es e
on
ks es s
ds e
r
v
e
s
I.Balance
at the
1102046572.00143214233.305340798886.81-21343831.86631484906.944933499753.4212129700520.6130524801.0412160225321.65
End of
Last
Year
Add:
Change
s in
Accoun
ting
Policies
Co
rrection
of
Errors
in the
152 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Previou
s Period
Others
II.Balance
at the
1102046572.00143214233.305340798886.81-21343831.86631484906.944933499753.4212129700520.6130524801.0412160225321.65
Start of
This
Year
III.Increase
s or
Decreas
es in
3201.00-13061.14230654.6114064400.4775459088.041564934797.341654679080.32-601496.241654077584.08
This
Period
(Decrea
ses in
"-")
(I)
Total
Compre 14064400.47 2150642258.47 2164706658.94 -601496.24 2164105162.70
hensive
Income
(II)
Shareho
lders'
Contrib
ution 3201.00 -13061.14 230654.61 220794.47 220794.47
and
Reducti
on in
Capital
1.
Commo
n stock
invested
by the
153 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
owner
2.
Capital
Investe
d by
Holders
3201.00-13061.14230654.61220794.47220794.47
of
Other
Equity
Instrum
ents
3.
Amount
of
Share-b
ased
Paymen
ts
Recorde
d into
Shareho
lders'
Equity
4.
Others
(III)
Profit
75459088.04-585707461.13-510248373.09-510248373.09
Distribu
tion
1.
Approp
riation
of 75459088.04 -75459088.04
Surplus
Reserve
s
2.
Approp
riation
of
General
154 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Risk
Reserve
s
3.
Distribu
tion to
Owners -510248373.09 -510248373.09 -510248373.09
(or
Shareho
lders)
4.
Others
(IV)
Internal
Carry-f
orward
of
Shareho
lders'
Equity
1.
Capital
Reserve
s
Transfe
rred
into
Capital
(or
Share
Capital)
2.
Surplus
Reserve
s
Transfe
rred
into
Capital
(or
Share
Capital)
155 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
3.
Surplus
Reserve
s
Coverin
g
Losses
4.
Carry-f
orward
retained
earning
s of the
variatio
n of the
defined
benefit
plan
5.Othe
r
Carry-f
orward
Retain
ed
Earnin
gs of
the
Compr
ehensi
ve
Income
6.
Others
(V)
156 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Special
Reserve
s
1.
Withdra
wal in
this
period
2. Used
in this
period
(VI)
Others
IV.Balance
at the
1102049773.00143201172.165341029541.42-7279431.39706943994.986498434550.7613784379600.9329923304.8013814302905.73
End of
This
Period
Statement of Changes in Owners' Equity of the Parent Company
For the Period from January 2024 to December 2024
Unit: Yuan Currency: RMB
157 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
2024
Other Equity Instruments Othe
Pr Pe Less rrp
Item Paid-in Capital
ef : Com Spec
(or Share err
et Capital Trea preh ial Surplus Undistributed Total
ed uaCapital) Others Reserves sury ensi Rese Reserves Profits
Shareholders'
St l Shar ve rves
Equity
oc B e Inco
ks on mesds
I. Balance at the End of Last Year 1102049773.00 143201172.16 5341029541.42 706943994.98 3981541695.41 11274766176.97
Add: Changes in Accounting Policies
Correction of Errors in the
Previous Period
Others
II. Balance at the Start of This Year 1102049773.00 143201172.16 5341029541.42 706943994.98 3981541695.41 11274766176.97
III. Increases or Decreases in ThisPeriod (Decreases in “-“) 583975882.00 -1775.83 2914494652.46 115105464.14 389445750.68 4003019973.45
(1) Total comprehensive income 1151054641.35 1151054641.35
II) Shareholders' Contribution and
Reduction in Capital 60726706.00 -1775.83 3437743828.46 3498468758.63
1. Common stock invested by the
owner 60726104.00 3437711694.43 3498437798.43
2. Capital Invested by Holders of
Other Equity Instruments 602.00 -1775.83 32134.03 30960.20
3. Amount of Share-based Payments
Recorded into Shareholders' Equity
4. Others
(III) Profit Distribution 115105464.14 -761608890.67 -646503426.53
1. Appropriation of Surplus Reserves 115105464.14 -115105464.14
2. Distribution to Owners (or
Shareholders) -646503426.53 -646503426.53
3. Others
(IV) Internal Carry-forward of
Shareholders' Equity 523249176.00 -523249176.00
1. Capital Reserves Transferred into
Capital (or Share Capital) 523249176.00 -523249176.00
2. Surplus Reserves Transferred into
Capital (or Share Capital)
3. Surplus Reserves Covering Losses
158 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
4. Carry-forward retained earnings of
the variation of the defined benefit
plan
5. Other Carry-forward Retained
Earnings of the Comprehensive
Income
6. Others
(V) Special Reserves
1. Withdrawal in this period
2. Used in This Period
(VI) Others
IV. Balance at the End of This Period 1686025655.00 143199396.33 8255524193.88 822049459.12 4370987446.09 15277786150.42
2023
Other Equity Instruments Othe
r
Pr Pe Less
ef rp : Com Total
Item Paid-in Capital
Spec
et
(Or Share err Capital Treaua preh
ial Undistributed
Capital) ed Others Reserves sury Rese
Surplus Profits Shareholders'
l Shar ensi rves ReservesSt
oc B e
Equity
ve
ks onds Inco
mes
I. Balance at the End of Last Year 1102046572.00 143214233.30 5340798886.81 631484906.94 3812658276.18 11030202875.23
Add: Changes in Accounting Policies
Correction of Errors in the
Previous Period
Others
II. Balance at the Start of This Year 1102046572.00 143214233.30 5340798886.81 631484906.94 3812658276.18 11030202875.23
III. Increases or Decreases in ThisPeriod (Decreases in “-“) 3201.00 -13061.14 230654.61 75459088.04 168883419.23 244563301.74(I) Total Comprehensive Income 754590880.36 754590880.36
(II) Shareholders' Contribution and
Reduction in Capital 3201.00 -13061.14 230654.61 220794.47
1. Common stock invested by the
owner
159 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
2. Capital Invested by Holders of
Other Equity Instruments 3201.00 -13061.14 230654.61 220794.47
3. Amount of Share-based Payments
Recorded into Shareholders' Equity
4. Others
(III) Profit Distribution 75459088.04 -585707461.13 -510248373.09
1. Appropriation of Surplus
Reserves 75459088.04 -75459088.04
2. Distribution to Owners (or
Shareholders) -510248373.09 -510248373.09
3. Others
(IV) Internal Carry-forward of
Shareholders' Equity
1. Capital Reserves Transferred into
Capital (or Share Capital)
2. Surplus Reserves Transferred into
Capital (or Share Capital)
3. Surplus Reserves Covering Losses
4. Carry-forward retained earnings of
the variation of the defined benefit
plan
5. Other Carry-forward Retained
Earnings of the Comprehensive
Income
6. Others
(V) Special Reserves
1. Withdrawal in this period
2. Used in this period
(VI) Others
IV. Balance at the End of This Period 1102049773.00 143201172.16 5341029541.42 706943994.98 3981541695.41 11274766176.97
Legal Representative: Wu Jianshu Accounting Work Officer: Hong Tieyang Accounting Institution Officer: Hong Tieyang
160 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
III. Basic Information about the Company
1. Company Profile
√Applicable □Non-applicable
Ningbo Tuopu Group Co. Ltd. (hereinafter referred to as "Company" or "The Company") a
company limited by shares changed from Ningbo Tuopu Brake System Co. Ltd. incorporated by
MECCA INTERNATIONAL HOLDING （ HK ） LIMITED Ningbo Jinlun Equity Investment
Partnership (Limited Partnership) and Ningbo Jinrun Equity Investment Partnership (Limited
Partnership) holder of the Corporate Business License (Registration No.: 91330200761450380T) listed
on Shanghai Stock Exchange (SSE) in March 2015 is specialized in manufacturing - automobile
manufacturing.As of December 31 2024 the Company has issued a total of 1686025655 shares with a
registered capital of RMB 1686025655 million registered address: 268 Yuwangshan Road Daqi
Street Beilun District Ningbo Zhejiang headquartered in 268 Yuwangshan Road Daqi Street Beilun
District Ningbo Zhejiang is engaged in R&D production and sales of automobile parts. MECCA
INTERNATIONAL HOLDING （HK） LIMITED is the parent company of the Company is and Wu
Jianshu is the actual controller of the Company.This financial statement was approved for release by the Board of Directors on April 22 2025.IV. Basis for Preparing the Financial Statement
1. Basis for the preparationThe Company prepares the financial statement in accordance with “Accounting Standards forBusiness Enterprises - Basic Standards” issued by the Ministry of Finance and all specific accounting
standards application guidelines for accounting standards for business enterprises explanations on the
accounting standards for business enterprises and other related regulations (hereinafter collectively as"Accounting Standards for Business Enterprises") and the disclosure provisions in the “PreparationRules for Information Disclosures by Companies Offering Securities to the Public No. 15 - GeneralProvisions on Financial Reports” issued by CSRC.
2. Going concern
√Applicable □Non-applicable
These financial statements of the company have been prepared on a going concern basis.The Company has going-concern ability for at least 12 months from the end of the reporting period
without any significant item affecting the capability for continuing as a going concern.V. Significant Accounting Polices and Accounting Estimates
Notes to specific accounting policies and accounting estimates:
√Applicable □Non-applicable
The following disclosures cover the specific accounting policies and accounting estimates
formulated by the Company according to the characteristics of its production and operation.
1. Statement on compliance with Accounting Standards for Business EnterprisesThese financial statements are in line with the provisions of the “Accounting Standards forBusiness Enterprises”as enacted by the Ministry of Finance and truly and fully reflect the consolidated
and the parent’s financial standing as of December 31 2024 as well as the consolidated and the parent’s
operating results and cash flows in 2024.
2. Accounting Period
The period begins on 1st day of January and ends on the 31st day of December in the Gregorian
calendar is counted as an accounting period.
161 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
3. Operating cycle
√Applicable □Non-applicable
The Company's operating cycle is 12 months.
4. Functional currency
The functional currency applicable to the Company is Renminbi.
5. Methodology for determining materiality criteria and basis for selection
√Applicable □Non-applicable
Item Significance criteria
Significant construction in progress Individual construction in progress exceeding
0.5% of total assets
Significant accounts payable aged over one year Accounts payable where the amount of a single
item exceeds 0.5% of total assets
Significant contract liabilities aged over one year Contract liabilities with an amount exceeding
0.5% of total assets
Significant other payables aged over one year Other accounts payable with an amount
exceeding 0.5% of total assets
Significant cash flows from investing activities Single cash flow from investing activities with an
amount exceeding 10% of total assets
Significant non-wholly owned subsidiaries Total assets of non-wholly owned subsidiaries
exceeding 10% of the company's consolidated
total assets or operating revenues exceeding 5%
of the company's consolidated operating revenues
Significant joint ventures or associates Carrying value of long-term equity investments
in joint ventures or associates accounting for
more than 0.5% of the Company's consolidated
net assets or investment income accounted for
under the equity method of long-term equity
investments accounting for more than 10% of the
Company's consolidated net income
6. The accounting treatment of business combinations involving enterprises under common control
and business combinations not involving enterprises under common control
√Applicable □Non-applicable
Business combination under common control: The assets and liabilities acquired by the merging
party in business combination shall be measured at the book value of the assets liabilities of the merged
party (including goodwill incurred in the acquisition of the merged party by ultimate controlling party)
in the consolidated financial statements of the ultimate controlling party on the date of combination. The
difference between the book value of the net assets obtained and the book value of the consideration
paid for the combination (or total nominal value of the issued shares) is adjusted to capital premium in
capital reserve. Adjustments shall be made to retained earnings in the event that the share premiums in
the capital reserves are not sufficient for write-down.Business combinations involving entities not under common control: The assets paid and liabilities
incurred or committed as a consideration of business combination by the merging party were measured
at fair value on the date of acquisition and the difference between the fair value and its book value shall
be charged to the profit or loss for the period. Where the cost of combination is higher than the fair value
of the identifiable net assets acquired from the merging party in business combination such difference
shall be recognized as goodwill; where the cost of combination is less than the fair value of the
identifiable net assets acquired from the merging party in business combination such difference shall be
charged to the profit or loss for the period. The identifiable assets liabilities and contingent liabilities of
162 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
the merged party obtained in business combination that meet the recognition conditions are measured at
their fair values on the purchase date.The fees which are directly related to the business combination shall be recognized as the profit or
loss in the period when the costs are incurred; the transaction expenses of issuing equity securities or
debt securities for business merger shall be initially capitalized for equity securities or debt securities.
7. Criteria for determining control and preparation method of consolidated financial statements
√Applicable □Non-applicable
1. Criteria for determining control
The determination of the scope of consolidation in the consolidated financial statements is based on
control. This scope encompasses the Company as well as all its subsidiaries. Control refers to the
Company's authority over the investee its ability to gain variable returns by participating in the relevant
investee's activities and its capacity to utilize its authority to influence the amount of returns it receives.
2. Procedures of Consolidation
The Company regards the Enterprise Group as an accounting entity and prepares consolidated
financial statements in accordance with unified accounting policies to reflect the overall financial
position operating result and cash flow of the Enterprise Group. The influence of internal transactions
between the Company and the Subsidiaries and between the Subsidiaries shall be offset. Where internal
transaction indicates the occurrence of impairment loss to relevant assets such loss shall be recognized
in full. In preparing the consolidated financial statements where the accounting policies and the
accounting periods are inconsistent between the Company and subsidiaries the financial statements of
subsidiaries are adjusted where necessary in accordance with the accounting policies and accounting
period of the Company.The owner's equity the net profit or loss and the comprehensive income attributable to minority
shareholders of a subsidiary of the current period are presented separately under the owners' equity in the
consolidated balance sheet the net profit and the total comprehensive income in the consolidated income
statement respectively. Where losses attributable to the minority shareholders of a subsidiary of the
current period exceed the minority shareholders' interest entitled in the shareholders' equity of the
subsidiary at the beginning of the period the excess is allocated against the minority shareholders
interest.
(1) Acquisition of subsidiaries or Business
For acquisition of subsidiaries or business due to business combination involving entities under
common control during the reporting period the operating results and cash flows of such subsidiaries
or business from the beginning to the end of the reporting period when the acquisition occurs shall be
included in the consolidated financial statements. Adjustments shall be made to the opening balance
of the consolidated financial statements and the related items in the comparative statements
simultaneously as if the consolidated reporting entity has been in existence since the beginning of the
control by the ultimate controlling party.Where the control over the investee under common control is made possible due to additional
investment or other reasons the equity investment held before gaining control of the combined party
is recognized as relevant profit or loss other comprehensive income and changes of other net assets
at the later of the date of acquisition of the original equity and the date when the combining and the
combined parties are under common control and shall be written down to the opening retained
earnings or current profit or loss in the comparative reporting period.For acquisition of subsidiaries or business due to business combination involving entities not
under common control during the reporting period the identifiable assets liabilities and contingent
liabilities shall be included in the consolidated financial statements based on the fair value
determined on the date of the acquisition.In connection with imposing control over the investee not under joint control due to additional
163 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
investment and other reasons the equity of acquiree held before acquisition date shall be remeasured
by the Company at the fair value of such equity on the acquisition date and the difference between
fair value and book value shall be recognized as investment income in current period. Other
comprehensive income related to the equity held by the Acquiree before the acquisition date which
can be reclassified into future profit or loss and other changes of owners’ equity accounted for under
equity
(2) Disposal of Subsidiaries or Business
* General Treatment
When losing control of the investee due to partial disposal of the equity investment or any other
reasons the remaining equity investment is remeasured at fair value at the date in which control is lost.The sum of consideration received from disposal of equity and the fair value of the remaining equity net
of the difference between the sum of the Company's previous share of the subsidiary's net assets
recorded from the acquisition date or combination date and the sum of goodwill is recognized in
investment income in the period in which control is lost. Other comprehensive income related to the
equity investment of the original subsidiary that can be reclassified into future profit or loss and other
changes of owners’ equity accounted for under equity method shall be recognized in investment income
in the period in which control is lost.* Disposal of Subsidiary Achieved by Stages
When disposal of equity interests of subsidiaries through multiple transaction until the control is
lost generally transactions in stages are treatment as a package deal in accounting if the transaction
terms conditions and economic impact of disposal of the subsidiary's equity interests comply with one
or more of the following:
i. These transactions are achieved at the same time or the mutual effects on each other are
considered;
ii. A complete set of commercial results can be achieved with reference to the series of
transactions as a whole;
iii. Achieving a transaction depends on at least achieving of one of the other transaction;
iv. One transaction recognized separately is not economical but it is economical when considered
together with other transactions.When losing control of a subsidiary in disposal of equity interests through multiple transactions is
recognized as a package deal these transactions shall be in accounting treated as loss control of a
subsidiary in disposal of equity interests achieved. However the differences between price on each
disposal and disposal of investment on the subsidiary's net assets shall be recognized in other
comprehensive income in the consolidated financial statements and included in profit or loss for the
period when the control is lost.When all transactions in disposal of equity interests of subsidiaries are not a package deal
accounting treatment for partial disposal of equity investments of subsidiary without losing control shall
be applied before control is lost. When the control is lost general accounting treatment for disposal of a
subsidiary shall be used.
(3) Acquisition of Minority Interest of Subsidiaries
The Company shall adjust the share premium in the capital reserve of the consolidated balance sheet
with respect to any difference between the long-term equity investment arising from the purchase of
minority interest and the net assets attributing to the parent company continuously calculated on the
basis of the newly increased share proportion as of the acquisition date or date of combination adjust the
retained earnings if the share premium in the capital reserve is insufficient for write-down.
(4) Partial Disposal of Equity Investment in Subsidiaries without Losing Control
Disposal price and disposal of long-term equity investment shall be entitled to the difference between
the shares of the net assets of the subsidiaries calculated continuously from the date of purchase or
acquisition. Adjustments shall be made to the equity premiums in the capital reserve of consolidated
balance sheet. When the equity premiums in the capital reserve are not sufficient for write-down the
retained earnings shall be adjusted.
8. Classification of Joint Arrangement and Accounting Treatment Methods of Joint Operation
√Applicable □Non-applicable
164 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Joint arrangement can be divided into joint operation and joint venture.Joint operation refers to a joint arrangement in which the parties have rights to the assets and
obligations for the liabilities relating to the joint operation.The Company recognizes the following items related to the share of interests in the joint operation:
(1) Recognize the assets held separately by the Company and the assets jointly held in accordance
with the share of the Company;
(2) Recognize the liabilities assumed separately by the Company and the liabilities jointly
assumed in accordance with the share of the Company;
(3) Recognize the income generated through the sale of the Company's share of the output of the
joint operation;
(4) Recognize the income generated through the sale of the output of the joint operation in
accordance with the share of the Company；
(5) Recognize the expenses incurred separately and the expenses incurred in joint operation in
accordance with the share of the Company .The Company's investment in joint venture is accounted for by the equity method as specified in the
note “VII. 17. Long-term Equity Investment”.
9. Recognition criteria of cash and cash equivalents
Cash refers to the cash on hand of the Company and deposits that are available for payment at any
time. Cash equivalents refer to investments held by the Company featuring short duration strong
liquidity easy conversion into cash of known amount and low risk of changes in value.
10. Conversion of transactions and financial statements denominated in foreign currencies
√Applicable □Non-applicable
1. Foreign currency transactions
Foreign currency transactions shall be translated into RMB at the spot exchange rate on the day
when the transactions occurred or at an exchange rate fixed in accordance with a systematic and
reasonable method that is similar to the spot exchange rate on the day when the transactions occurred.Balance sheet date foreign currency monetary items shall be translated using the spot exchange rate
at the balance sheet date. The resulting exchange differences are recognized in profit or loss for the
current period except for those differences related to the principal and interest on a specific-purpose
borrowing denominated in foreign currency for acquisitions construction or production of the qualified
assets which should be capitalized as cost of the assets.
2. Translation of foreign currency financial statements
All assets and liabilities items in balance sheet are translated based on spot exchange rate on the
balance sheet date; owners' equity items other than "undistributed profits" are translated at a spot
exchange rate when accrued. Revenue and expense items as contained in the income statement are
translated at a spot exchange rate at the transaction occurrence date. For disposal of overseas operation
the translation difference as stated in the foreign currency financial statements relating to overseas
operation is accounted for in the profit and loss account in the current period from owners' equity
items.
11. Financial instruments
√Applicable □Non-applicable
165 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
The Company recognizes a financial asset financial liability or equity instrument when it becomes
a party to a financial instrument contract.
1. Classification of the financial instruments
According to the Company's business model for management of the financial assets and the contractual
cash flow features of the financial assets the financial assets when initially recognized are classified as:
financial assets at amortized cost financial assets at fair value through other comprehensive income and
financial assets at fair value through profit or loss.For financial assets that meet the following conditions and are not designated to be measured at fair
value through the current profit or loss the Company classifies them as financial assets at amortized
cost:
— The business model is aimed at collecting contract cash flow;
— Contract cash flow is the payment of principal and interest based on the outstanding principal
amount.For financial assets that meet the following conditions and are not designated to be measured at
fair value through current profit or loss the Company classifies them as financial assets at fair value
through other comprehensive income (debt instruments).— The business model is aimed at both collecting contract cash flows and selling financial asset;
— Contract cash flow is the payment of principal and interest based on the outstanding principal
amount.The Company will at the time of initial recognition irrevocably designate non-trading investments
in equity instruments as financial assets measured at fair value and the change shall be included in other
comprehensive income (equity instrument). The designation is made on the basis of independent
investment and the related investments fit the definition of an equity instrument from an issuer’s
perspective.In addition to the aforementioned financial assets at amortized cost and at fair value through other
comprehensive income the Company classifies all other financial assets as financial assets at fair value
through current profit or loss. At the time of initial recognition for financial assets that should have been
classified as financial assets at amortized cost or fair value through other comprehensive income the
Company can irrevocably designate them as financial assets at fair value through current profit or loss in
order to eliminate or significantly reduce the accounting mismatch.The financial liabilities when initially recognized are classified as: financial liabilities at fair
value through profit or loss and financial liabilities at amortized cost.Financial liabilities which meet one of the following conditions will be when initially measured
designated as financial liabilities at fair value through profit or loss:
1) Such designation may be able to eliminate or significantly reduce the accounting mismatch.
2) The portfolio of financial liabilities or the portfolio of financial assets and financial liabilities
shall be subject to management and performance evaluation on the basis of fair value according to the
enterprise risk management or investment strategy contained in the formal documentations and a report
shall be made to the key management personnel within the enterprise on this basis.
3) Such financial liabilities shall contain embedded derivatives to be split separately.
2. Recognition and measurement of financial instruments
(1) Financial assets at amortized cost
Financial assets at amortized cost include notes receivable accounts receivable other receivables
long-term receivables and creditors investment which shall be initially measured at fair value and the
relevant transaction expenses should be initially capitalized; The accounts receivable that do not
contain material financing compositions and those for which the Company decides to not take into
account the financing compositions of no more than one year shall be initially measured at the contract
transaction price.The interest calculated by effective interest method during the holding period is recorded into the
166 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
current profit and loss.At the time of recovery or disposal the difference between the price obtained and the book value
shall be included in the current profit or loss.
(2) Financial assets measured at fair value and its changes are included in other comprehensive
income (debt instruments)
Financial assets measured at fair value and its changes are included in other comprehensive
income (debt instruments) include receivables financing and investments in other creditor's rights.They are initially measured at fair value and the value other than the interest the impairment loss or
profit and the profit or loss on foreign exchange shall be included in other comprehensive income.Upon derecognition the cumulative profits or losses previously included in other comprehensive
income shall be removed from other comprehensive income and included in the profit or loss for the
period.
(3) Financial assets at fair value through other comprehensive income (equity instruments)
Financial assets at fair value through other comprehensive income (equity instruments) include
investment in other equity instruments. They are initially measured at fair value and the transaction
expenses shall be initially capitalized. These financial assets are subsequently measured at fair value
and the change in fair value shall be included in other comprehensive income. The dividends obtained
shall be included in the profit or loss for the period.Upon derecognition the cumulative profits or losses previously included in other comprehensive
income shall be removed from other comprehensive income and included in the carry-forward retained
earnings.
(4) Financial assets at fair value through profit or loss in this period
Financial assets at fair value through profit or loss include trading financial assets derivative
financial assets and other non-current financial assets. They are initially measured at fair value and the
transaction expenses related to them are included in the profit or loss for the period. These financial
assets are subsequently measured at fair value and the change in fair value shall be included in the
profit or loss for the period.
(5) Financial Liabilities Measured in Fair Value with Changes Recorded into Current Profit and Loss
Financial liabilities at fair value through profit or loss include trading financial liabilities and derivative
financial liabilities. They are initially measured at fair value and the transaction expenses related to
them are included in the profit or loss for the period. These financial liabilities are subsequently
measured at fair value and the change in fair value shall be included in the profit or loss for the period.Upon derecognition the difference between their book value and the consideration paid is included
in the profit or loss for the period.
(6) Financial liabilities at amortized cost
Financial liabilities at amortized cost include short-term loans notes payable accounts payable
other payables long-term loans bonds payable and long-term payables. They are initially measured at
fair value and the transaction expenses shall be initially capitalized.The interest calculated by effective interest method during the holding period is recorded into the
current profit and loss.Upon derecognition the difference between the consideration paid and the book value of these
167 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
financial liabilities is included in the current profit or loss.
3. Derecognition and transfer of financial assets
The Company derecognizes financial assets when any one of the following conditions is satisfied:
- The contractual right to receive cash flows of the financial assets has been terminated;
- The financial asset have been transferred and virtually all the risks and rewards related to the
ownership of the financial asset shave been transferred to the transferee;
- The financial assets have been transferred and while the Company has neither transferred nor
retained virtually all of the risks and rewards related to the ownership of the financial assets it
has not retained control of the financial assets.The financial assets have been transferred and while the Company has neither transferred nor
retained virtually all of the risks and rewards related to the ownership of the financial assets it has not
retained control of the financial assets.The substance-over-form principle shall be adopted while making judgment on whether the transfer
of financial assets satisfies the above conditions for termination of recognition.The transfer of financial assets can be classified into entire transfer and partial transfer. If the
transfer of an entire financial asset satisfies the conditions for termination of recognition the difference
between the two amounts below shall be recorded into profit or loss for the period:
(1) The book value of the financial asset transferred;
(2) The consideration received as a result of the transfer plus the accumulative amount of the
change in fair value previously recorded into the owners' equities (in cases where the transferred
financial assets are financial assets at fair value through other comprehensive income (debt
instruments)).If the partial transfer of financial assets satisfies the conditions for termination of recognition the
overall book value of the transferred financial asset shall be apportioned according to their respective
relative fair value between the recognition terminated part and the remaining part and the difference
between the two amounts below shall be recorded into profit or loss for the current period:
(1) The book value of the recognition terminated portion;
(2) The sum of consideration of the recognition terminated portion and the corresponding portion of
accumulated change in fair value previously recorded into owners' equity (in cases where the transferred
financial assets are financial assets at fair value through other comprehensive income (debt
instruments)).Financial assets will still be recognized if they fail to satisfy the conditions for termination of
recognition with the consideration received recognized as a financial liability.
4. Recognition for termination of financial liabilities
When the current obligation under a financial liability is completely or partially discharged the
recognition of the whole or relevant portion of the liability is terminated; an agreement is entered
between the Company and a creditor to replace the original financial liabilities with new financial
liabilities with substantially different terms terminate the recognition of the original financial liabilities
as well as recognize the new financial liabilities.If all or part of the contract terms of the original financial liabilities are substantially amended the
recognition of the original financial liabilities will be terminated in full or in part and the financial
liabilities whose terms have been amended shall be recognized as a new financial liability.When recognition of financial liabilities is terminated in full or in part the difference between the
book value of the financial liabilities terminated and the consideration paid (including transferred
non-cash assets or new financial liability) is recognized in profit or loss for the current period.Where the Company repurchases part of its financial liabilities the book value of such financial
liabilities will be allocated according to the relative fair value between the continued recognized part
168 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
and terminated part on the repurchase date. The difference between the book value of the financial
liabilities terminated and the consideration paid (including transferred non-cash assets or new financial
liability) is recognized in profit or loss for the current period.
5. Method of determining the fair values of financial assets and liabilities
The fair value of a financial instrument that is traded in an active market is determined at the quoted
price in the active market. The fair value of a financial instrument that is not traded in an active market
is determined by using a valuation technique. The Company uses the valuation technique when it is
applicable under current conditions and there are enough available data and other information to support
and the technique should maximize the use of relevant observable. It chooses the inputs which are
consistent with the asset or liability's characteristics considered by market participants in the transaction
of the relevant asset or liability and makes the maximum use of relevant observable inputs.Unobservable inputs are used under the circumstance that the relevant observable inputs cannot be
obtained or not feasible.
6. Test method and accounting treatment for impairment of financial assets
The Company accounts for impairment of financial assets carried at amortized cost financial assets
(debt instruments) at fair value through other comprehensive income and financial guarantee contracts
on the basis of expected credit losses.The Company recognizes expected credit losses by calculating the probability-weighted amount of
the present value of the difference between the cash flows receivable and the cash flows expected to be
received from a contract taking into account reasonable and supportable information about past events
current conditions and forecasts of future economic conditions weighted by the risk of default.For receivables and contract assets resulting from transactions governed by “Accounting Standardsfor Business Enterprises No. 14 Revenue” the Company always measures its allowance for losses at an
amount equal to the expected credit losses over the entire duration regardless of whether or not there is
a significant financing component. For lease receivables resulting from transactions governed by
“Accounting Standards for Business Enterprises No. 21 Leases” the Company has elected to always
measure its allowance for losses at an amount equal to the expected credit losses over the entire duration.For other financial instruments the Company assesses at each balance sheet date the changes in
credit risk of the relevant financial instruments since initial recognition.The Company recognizes the relative changes in the risk of default within the expected duration of
financial instruments and assesses whether the credit risk of financial instruments has significantly
increased since the initial recognition by comparing the risk of default of financial instruments on the
balance sheet date with the risk of default on the initial recognition date. If the financial instrument
becomes overdue for more than 30 days the Company believes that the credit risk of this financial
instrument has been significantly increased unless there are concrete evidences that the credit risk of
this financial instrument has not been significantly increased upon initial recognition.If the financial instrument carries low credit risk at the balance sheet date the Company believes
that the credit risk of this financial instrument is not significantly increased upon initial recognition.In case the credit risk of a financial instrument has significantly increased since initial recognition
the Company will calculate the allowance for losses based on the expected credit losses over the entire
life of the financial instrument. Conversely if the credit risk has not significantly increased since initial
recognition the Company will measure the allowance for losses based on the expected credit losses of
the financial instrument within the next 12 months. Any resulting increase or reversal in the loss
allowance will be recorded as an impairment loss or gain in the profit or loss statement. For financial
assets (debt instruments) carried at fair value through other comprehensive income the allowance for
losses will be recognized in other comprehensive income while the impairment loss or gain will be
recognized in the profit or loss statement for the current period without reducing the carrying amount of
the financial asset as reported in the balance sheet.If there is objective evidence that a receivable is impaired for credit purposes the Company makes
an allowance for impairment of that receivable on an individual basis.
169 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
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In addition to the above receivables that are individually provided for bad debts the Company
classifies the remaining financial instruments into portfolios based on credit risk characteristics and
determines the expected credit losses on a portfolio basis.The categories of portfolios and the basis for determining expected credit losses for the Company's
notes and accounts receivable financing are as follows:
Item Type of portfolio Basis of determination
Notes receivable with commercial banks
Bank acceptances Portfolio 1 as acceptors
Notes receivable with non-commercial
Commercial acceptance Portfolio 2
banks as acceptors
The categories of portfolio and the basis for determining the expected credit losses on accounts
receivable and other receivables were set out below:
Item Type of portfolio Basis of determination
Aging from the point in time when the
Accounts receivable Aging portfolio accounts receivable are recognized
Aging from the point of recognition of
Other receivables Aging portfolio
other receivables
If the Company does not have a reasonable anticipation anymore that it will recover the contractual
cash flows from a financial asset either in whole or in part the carrying amount of the financial asset is
directly reduced.
12. Notes receivable
□Applicable √Non-applicable
13. Accounts receivable
□Applicable √Non-applicable
14. Receivables financing
□Applicable √Non-applicable
15. Other accounts receivable
□Applicable √Non-applicable
16. Inventories
√Applicable □Non-applicable
Inventory categories issue valuation method inventory system amortization method for low value
consumables and packages
√Applicable □Non-applicable
1. Category and cost of inventories
Inventories are classified as raw materials turnover materials commodity stocks products in
progress and materials commissioned for processing.Inventories are initially measured at cost. Inventory costs include procurement costs processing
costs and other expenses incurred to bring the inventory to its current location and condition.
2. Determination of cost for delivered inventory
170 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
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Cost of inventories is determined using the weighted average method.
3. Inventory system
The perpetual inventory system is adopted.
4. Amortization of low-value consumables and packaging materials
(1) Low-value consumables are amortized using the immediate write-off method;
(2) Packaging materials are amortized using the immediate write-off method.
Criteria for recognization and provision for inventory falling price reserves
√Applicable □Non-applicable
On the balance sheet date inventories shall be measured at the lower of cost and net realizable
value. A provision shall be made for inventory price drops if inventory costs exceed the net realizable
value. Net realizable value refers to the amount after deducting the estimated costs to be incurred at the
time of completion the estimated selling expenses and taxes from the estimated sales price of
inventories during daily activities.Net realizable value of held-for-sale commodity stocks such as finished goods goods-in-stock and
held-for-sale raw materials during the normal course of production and operation shall be determined
by their estimated sales less the related selling expenses and taxes; the net realizable value of material
inventories which need to be processed during the normal course of production and operation shall be
determined by the amount after deducting the estimated cost of completion estimated selling expenses
and relevant taxes from the estimated selling price of finished goods; the net realizable value of
inventories held for execution of sales contracts or labor contracts shall be calculated on the ground of
the contracted price. If an enterprise holds more inventories than the quantity stipulated in the sales
contract the net realizable value of the exceeding part shall be calculated on the ground of general
selling price.Where the Company provides for provision for inventory falling price reserves on a portfolio basis
the categories of portfolios and the basis for determining the portfolios as well as the basis for
determining the net realizable value of different categories of inventories are set out below:
Category of Basis for
inventory determining Basis for determining net realizable value
portfolio portfolio
The net realizable value of inventories with an age of more
Inventory age than one year and corresponding to models that have ceased
Inventory age production is zero; for other inventories the net realizable
portfolio value is the estimated selling price less estimated selling
expenses and related taxes.The inventory falling price reserves withdrawn shall be reversed within the amount withdrawn and
the reversed amount shall be included in current profit or loss if the net realizable value of an inventory
is higher than its book value after the withdrawal due to the disappearance of the factors that influence
the writing-down of its value.Categories and basis for determining provision for inventory falling price reserves according to
portfolios and basis for determining net realizable value of different categories of inventories
□Applicable √Non-applicable
Calculation method and basis for determining the net realizable value of inventories by age group
for the purpose of recognizing net realizable value of inventories based on age group.□Applicable √Non-applicable
171 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
17. Contract assets
√Applicable □Non-applicable
Recognition methods and standards of contract assets
√Applicable □Non-applicable
The Company shall show the contract assets or contract liabilities in the balance sheet in
accordance with the relationship between the performance of the contract obligations and the Customer
payment. The Company shall list its right to receive consideration due to the transfer of goods or
services to the Customer (and such rights are subject to factors other than the passage of time) as
contractual assets. Contract assets and contract liabilities under the same contract shall be shown on a
net basis. The Company’s unconditional right (depending solely on the passage of time) to collect
consideration from the Customer shall be shown separately as a receivable.Categories and Determination Basis of Allowance for Credit Losses by Credit Risk Characteristic
Groupings
√Applicable □Non-applicableSee “V.11. 5. Testing methods and accounting treatment methods for impairment of financialassets” for specified determination method and accounting treatment for the expected credit loss of
contract assets.Categories of portfolios for which bad debt provisioning is made according to the combination of
credit risk characteristics and the basis for determining them
□Applicable √Non-applicable
Aging calculation method for recognizing credit risk profile groupings based on aging
□Applicable √Non-applicable
Determination of bad debt provisioning based on individual items Individual provisioning
judgment criteria
□Applicable √Non-applicable
18. Held-for-sale assets
√Applicable □Non-applicable
A non-current asset or disposal group is classified as held for sale if its carrying amount is to be
recovered principally through sale (including non-monetary asset exchanges with commercial substance)
rather than through continuing use.Recognition criteria and accounting treatment for non-current assets or disposal groups classified
as held for sale
√Applicable □Non-applicable
The Company will categorize non-current assets or disposal groups as held for sale if the following
conditions are met simultaneously:
(1) The sale of these assets or disposal groups is imminent based on the current conditions and the
Company's past practice of selling similar assets or disposal groups.
(2) It is highly likely that the sale will occur within one year. The Company has made a decision to
sell and has obtained firm commitments from buyers. If the relevant regulations require approval from
the relevant authority or regulatory body before the sale can proceed the Company has obtained that
approval.For non-current assets classified as held for sale (excluding financial assets deferred income tax
assets and assets arising from employee compensation) or disposal groups with a carrying value higher
than the fair value less costs to sell the carrying value is reduced to the fair value less costs to sell. The
172 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
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amount of the reduction is recognized as an impairment loss on the asset which is then recorded in the
profit or loss statement. Additionally a provision for impairment of assets held for sale is also created.Recognition criteria and presentation of discontinued operations
√Applicable □Non-applicable
Discontinued operation is a component that meets one of the following conditions and can be
separately distinguished and the component has been disposed of by the Company or classified as held
for sale by the Company:
(1) The component represents a separate principal business or a separate principal operating area;
(2) The component is part of a related program of proposed dispositions of a separate principal
business or a separate principal operating area;
(3) The component is a subsidiary acquired exclusively for resale.
Gains and losses from continuing operations and gains and losses from discontinued operations are
presented separately in the income statement. Operating gains and losses such as impairment losses and
reversal amounts for discontinued operations and gains and losses on disposals are presented as gains
and losses from discontinued operations. For discontinued operations presented in the current period the
Company restates the information originally presented as profit or loss from continuing operations as
profit or loss from discontinued operations for the comparable accounting period in the current period's
financial statements.
19. Long-term equity investments
√Applicable □Non-applicable
1. Joint control or significant influence criteria
Joint control is the contractually agreed sharing of control of an arrangement and exists only when
requiring the unanimous consent of the parties sharing control before making decisions about the
relevant activities of the arrangement. The Company together with the other joint venture parties can
jointly control over the investee and are entitled to the right of the net assets of the investee as the
investee is joint venture of the Company.Significant influence refers to the power to participate in making decisions on the financial and
operating policies of an enterprise but not the power to control or jointly control the formulation of
such policies with other parties. Where the Company can exercise significant influence over the investee
the investee is an associate of the Company.
2. Determination of initial investment cost
(1) Long-term equity investments formed through business combination of entities
For long-term equity investment in a subsidiary generated due to business combinations involving
entities under common control the share of the book value in the consolidated financial statements of
the ultimate controlling party on the date of combinations shall be taken as the initial investment cost of
the long-term equity investments. For difference between the initial cost of long-term equity investment
and the book value of the consideration paid adjustments shall be made to the equity premiums in the
capital reserve. When the equity premiums in the capital reserve are not sufficient for write-down the
retained earnings shall be adjusted. Where control over the investee under common control is available
due to additional investment or other reasons for difference between the initial cost of long-term equity
investment recognized in accordance with the above principles and the sum of the book value of
long-term equity investment prior to the combination and the book value of newly paid consideration for
the acquisition of further shares on the date of combination adjustments shall be made to equity
premiums. When the equity premiums are not sufficient for write-down the retained earnings shall be
written down.For long-term equity investment in a subsidiary generated due to business combinations involving
entities not under common control the cost of the combination recognized on the date of combination
shall be taken as the initial investment cost of the long-term equity investments. In relation to imposing
control over the investee not under common control as a result of additional investment and other
173 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
reasons the initial investment shall be the sum of the book value of the equity investment originally held
and the newly increased investment cost.
(2) Long-term equity investments acquired by means other than business combination
The initial cost of a long-term equity investment obtained by cash payment shall be the purchase
costs actually paid.The initial cost of investment of a long-term equity investment obtained by means of issuance of
equity securities shall be the fair value of the equity securities issued.
3. Subsequent measurement and recognition of profit or loss
(1) Long-term equity investment calculated by cost method
Long-term equity investment in subsidiaries of the company is calculated by cost method unless
the investment meets the conditions for holding for sale. except for the actual consideration paid for the
acquisition of investment or the declared but not yet distributed cash dividends or profits which are
included in the consideration investment gains are recognized as the Company' shares of the cash
dividends or profits declared by the investee.
(2) Long-term equity investment accounted for by equity method
Long-term equity investments of associates and jointly controlled entities are calculated using
equity method. Where the initial investment cost exceeds the investment the difference between the
share of the fair value of the investee’s identifiable net assets shall be enjoyed and no adjustment shall be
made to the initial investment cost of long-term equity investment; where the initial investment cost is
less than the investment the difference between the share of the fair value of the investee’s identifiable
net assets shall be enjoyed and be included in current profit or loss and adjustments shall be made to the
initial investment cost of long-term equity investment.The Company recognizes the investment income and other comprehensive income according to the
shares of net profit or loss and other comprehensive income realized by the investee which it shall be
entitled or shared respectively and simultaneously makes adjustment to the book value of long-term
equity investments; the book value of long-term equity investment shall be reduced by attributable share
of the profit or cash dividends for distribution declared by the investee; in relation to other changes of
owner's equity except for net profits and losses other comprehensive income and profit distributions of
the investee (hereinafter referred to as "changes in other owners' equity") the book value of long-term
equity investments shall be adjusted and included in owner's equity.When recognizing the amount of proportion of net profit or loss other comprehensive income and
other changes of owner’s equity in the investee which it entitles fair value of the identifiable assets of
the investee at the time when the investment is obtained shall be used as basis and adjustment shall be
made to the net profit other comprehensive income and others of the investee in accordance with the
accounting policies and accounting period of the Company.The unrealized profit or loss resulting from internal transactions between the Company and its
associate or joint venture shall be offset in portion to its equity interests based on which investment
income shall be recognized except when the assets invested or sold constitute transaction. Any losses
resulting from transactions which are attributable to impairment of assets shall be fully recognized.The Company shall be liable for net loss incurred by the Company to the joint venture or associate
and shall write it down to zero with the book value of the long-term equity investment and other
long-term equity which substantially constitute net investment in the joint venture or associate. Where a
joint venture or associate later realizes net profits the Company shall resume recognition of its share of
income after the share of income has made up for the unrecognized share of loss.
(3) Disposal of long-term equity investments
For disposal of long-term equity investment the difference between the book value and the
consideration actually received shall be included in the current profit or loss.For long-term equity investments accounted by partial equity disposal method the remaining equity
is still accounted by the equity method. Other comprehensive income recognized by the original equity
method shall be carried forward in a corresponding proportion on the same basis as the direct disposal of
related assets or liabilities by the investee. Changes in the interests of the owners are carried forward to
the current profit and loss on a pro ratio basis.When losing joint control or significant influence over the investee due to disposal of equity
investment or other reasons other comprehensive income of the original equity investment recognized
accounted by equity method shall be treated using the same basis as the direct disposal of related assets
174 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
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or liabilities by the investee upon the termination of the use of equity methods. Other changes of owner’s
equity shall be converted to the current profit or loss upon the termination of use of equity methods.When losing the control over the investee due to partially disposal of equity investment and other
reasons the remaining equities after disposal shall be accounted for under equity method in preparation
of individual financial statements provided that joint control or significant influence over the investee
can be imposed and shall be adjusted as if such remaining equities has been accounted for under the
equity method since they are obtained. Other comprehensive income recognized prior to the acquisition
of controls over the investee shall be carried over proportionally using the same basis as the direct
disposal of related assets or liabilities by the investee. Other changes of owner’s equity due to the use of
equity method shall be carried over into the current profit or loss proportionally. Where the remaining
equities after disposal cannot impose joint control or significant influence over the investee it shall be
recognized as financial asset and the difference between fair value and the book value on the date of
losing control shall be included in the current profit or loss. All the other comprehensive incomes and
other changes of owners’ equity recognized prior to the acquisition of controls over the investee shall be
carried over.When losing control over a subsidiary in step-by-step disposal of its equity interests through
multiple transactions is recognized as a package deals these transactions shall be in accounting treated
as loss of control of a subsidiary in disposal of equity interests. The differences between price on each
disposal prior to loss of control and the long-term equity investment book value of the disposed equity
shall be recognized as other comprehensive income in individual financial statements and included in
the current profit or loss when the control is lost. Transactions not recognized as a package deal shall be
accounted for separately.
20. Investment property
Investment property refers to the real estate held to generate rental income or capital appreciation
or both including leased land use rights land use rights held for transfer after appreciation and leased
buildings (including buildings that are leased after completion of self-construction or development
activities and buildings in construction or development that are used for rental in the future). For
investment property measured at cost - buildings held for leasing shall adopt the same depreciation
policy for fixed assets of the company land use rights held for leasing shall adopt the same amortization
policy for the intangible assets.
21. Fixed assets
(1). Conditions for recognition
√Applicable □Non-applicable
Fixed assets are tangible assets that are held for use in the production or supply of goods or services
for rental to others or for administrative purposes; and have a service life of more than one accounting
year. Fixed asset is recognized when it meets the following conditions:
(1) It is probable that the economic benefits associated with the fixed asset will flow to the
enterprise;
(2) Its cost can be reliably measured.
Fixed assets are initially measured at cost (with the influence of expected disposal costs taken into
consideration).Subsequent expenditures related to fixed assets shall be included in the cost of fixed assets when
the relevant economic benefits are likely to flow in and the cost can be measured reliably; the book value
of the replaced part is derecognized; other subsequent expenditures shall be included in current profit or
loss at the time of occurrence.
(2).Methods for depreciation
√Applicable □Non-applicable
Category Depreciation Useful Lives ofMethod Depreciation Residual Ratio
Annual
Depreciation
Housing and Straight-line 20 10 4.50
175 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
building method
Machinery and Straight-line
equipment method 5-10 10 18.00-9.00
Means of Straight-line
transportation method 5 10 18.00
Office equipment Straight-line
and others method 5 10 18.00
Straight-line Land use
method certificate
Buildings for indicates the
commercial use remaining years 10
but no longer than
40 years
PV engineering Straight-line
project method 20 10 4.50
22. Projects under construction
√Applicable □Non-applicable
Projects under construction is measured at the actual costs incurred. The actual cost includes
construction costs installation costs borrowing costs that meet the capitalization conditions and other
necessary expenditures incurred before the construction in progress reaches its intended use status.Projects under construction reaching predetermined serviceable conditions shall be converted to fixed
assets and begin counting for depreciation the following month. The criteria and point of time for
carrying forward the Company's construction in progress to fixed assets are as follows:
Category Criteria and time point for conversion to fixed assets
(1) The main construction works and supporting works have been completed; (2)
Construction works If the construction works have reached the state of intended use but the finalaccount has not yet been finalized the construction works shall be transferred to
such as buildings fixed assets at the estimated value based on the actual cost of the works from the
date of reaching the state of intended use.Installation of (1) Relevant equipment and other ancillary facilities have been installed; (2) the
equipment can maintain normal and stable operation for a certain period of time
machinery and after debugging; and (3) the equipment has been accepted by asset management
equipment etc. personnel and users.
23. Borrowing costs
√Applicable □Non-applicable
1. Criteria for recognition of capitalized borrowing costs
For borrowing costs incurred by the Company that are directly attributable to the acquisition
construction or production of assets qualified for capitalization the costs will be capitalized and
included in the costs of the related assets. Other borrowing costs shall be recognized as expense in the
period in which they are incurred and included in profit or loss for the current period.Assets qualified for capitalization are assets (fixed assets investment property inventories etc.)
that necessarily take a substantial period of time for acquisition construction or production to get ready
for their intended use or sale.
2. Capitalization period of borrowing costs
The capitalization period shall refer to the period between the commencement and the cessation of
capitalization of borrowing costs excluding the period in which capitalization of borrowing costs is
temporarily suspended.
176 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
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Capitalization of borrowing costs begins when the following three conditions are fully satisfied:
(1) Expenditures for the assets (including cash paid transferred non-currency assets or
expenditure for holding debt liability for the acquisition construction or production of assets qualified
for capitalization) have been incurred;
(2) Borrowing costs have been incurred;
(3) Acquisition construction or production that are necessary to enable the asset reach its intended
usable or salable condition have commenced.Capitalization of borrowing costs shall be suspended during periods in which the qualifying asset
under acquisition and construction or production ready for the intended use or sale.
3. Suspension of capitalization period
Capitalization of borrowing costs shall be suspended during periods in which the acquisition
construction or production of a qualifying asset is interrupted abnormally when the interruption is for a
continuous period of more than 3 months; if the interruption is a necessary step for making the
qualifying asset under acquisition and construction or production ready for the intended use or sale the
capitalization of the borrowing costs shall continue. The borrowing costs incurred during such period
shall be recognized as profits and losses of the current period borrowing costs continue to be capitalized
until the acquisition and construction of the asset or the recommencement of production activities.
4. Calculation of capitalization rate and amount of borrowing costs
Specific borrowings for the acquisition construction or production of assets qualified for
capitalization borrowing costs of the specific borrowings actually incurred in the current period minus
the interest income earned on the unused borrowing loans as a deposit in the bank or as investment
income earned from temporary investment will be used to determine the amount of borrowing costs for
capitalization.General borrowings for the acquisition construction or production of assets qualified for
capitalization the to-be-capitalized amount of interests on the general borrowing shall be calculated and
determined by multiplying the weighted average asset disbursement of the part of the accumulative asset
disbursements minus the specifically borrowed loans by the capitalization rate of the general borrowing
used. The capitalization rate shall be calculated and determined according to the weighted average
interest rate of the general borrowing.During the period of capitalization the exchange balance on the principals and interests of special
foreign currency borrowings shall be capitalized and shall be included in the cost of assets eligible for
capitalization. The exchange balance on the principals and interests of foreign currency borrowings other
than the special foreign currency borrowings shall be included in current profit or loss.
24. Biological assets
□Applicable √Non-applicable
25. Oil and gas assets
□Applicable √Non-applicable
26. Intangible assets
(1). Useful life and the basis for its determination estimation status amortization method or review
procedure
√Applicable □Not applicable
1. Intangible assets are initially measured at cost upon acquisition
(1) Intangible assets are initially measured at cost upon acquisition
The costs of an externally purchased intangible asset include the purchase price relevant taxes and
expenses paid and other expenditures directly attributable to putting the asset into condition for its
intended use.
(2) Subsequent measurement
The service life of intangible assets shall be analyzed and judged upon acquisition.
177 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
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As for intangible assets with a finite service life they are amortized using the straight-line method
over the term in which economic benefits are brought to the firm; If the term in which economic benefits
are brought to the firm by an intangible asset cannot be estimated the intangible asset shall be taken as
an intangible asset with indefinite service life and shall not be amortized.
2. Estimated useful lives for the intangible assets with finite service life
Item Estimated useful lives Amortization Method Basis
Land use rights 38-50 years Straight-line method Land use certificate
Software 2-10 years Straight-line method Expected benefited period
Emission rights 5 years Straight-line method Emission permits
3. Basis for the judgment of intangible assets with uncertain service life and the procedure for
reviewing their service life
As of December 31 2024 the Company has no intangible assets with uncertain useful life.
(2). Scope of attribution of R&D expenditures and related accounting treatment
√Applicable □Not applicable
1. Scope of research and development expenditure
Expenditures incurred by the Company in the course of conducting research and development
(R&D) include relevant employee remuneration for personnel engaged in R&D activities consumable
materials relevant depreciation and amortization expenses and other related expenditures and are
summarized in the following manner:
Employee remuneration related to personnel engaged in research and development activities mainly
refers to the employee remuneration related to personnel directly engaged in research and development
activities as well as management personnel and direct service personnel closely related to research and
development activities consumable materials mainly refers to the relevant materials directly invested in
research and development activities and related depreciation and amortization expenses mainly refers to
the depreciation or amortization of fixed assets or intangible assets used in research and development
activities.
2. Specific criteria for the division of research phase and development phase
The expenses for internal research and development projects of the Company are divided into
expenses in the research phase and expenses in the development phase.Research phase: Scheduled innovative investigations and research activities to obtain and
understand scientific or technological knowledge.Development phase: Apply the research outcomes or other knowledge to a plan or design prior to a
commercial production or use in order to produce new or essentially-improved materials devices
products etc.
3. Specific condition for capitalizing expenditure during the development phase
Expenses in the research phase are recorded into the profits and losses for the current period when
they occur. Expenditure during the development phase that simultaneously satisfies the following
conditions shall be recognized as intangible assets. Otherwise shall be included in current profit or loss:
(1) It is technically feasible to complete such intangible asset so that it will be available for use
or for sale;
(2) There is intention to complete the intangible asset for use or sale;
(3) The intangible asset can produce economic benefits including there is evidence that the
products produced using the intangible asset has a market or the intangible asset itself has a market; if
the intangible asset is for internal use there is evidence that there exists usage for the intangible asset;
(4) There is sufficient support in terms of technology financial resources and other resources in
order to complete the development of the intangible asset and there is capability to use or sell the
intangible asset;
178 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(5) The expenses attributable to the development stage of the intangible asset can be measured
reliably.The R&D expenditures incurred shall be included in current profit or loss if it is impossible to
distinguish expenditure during the research phase and expenditure during the development phase.
27. Impairment of long-term assets
√Applicable □Non-applicable
Long-term assets such as long-term equity investment investment properties fixed assets and
construction in progress that measured at cost right-of-use assets，and intangible assets with limitedservice life are tested for impairment if there is any indication that an asset may be impaired on the
balance sheet date. If the result of the impairment test indicates that the recoverable amount of the asset
is less than its book value a provision for impairment and an impairment loss are recognized for the
amount by which the asset's book value exceeds its recoverable amount. The recoverable amount is the
higher of an asset's fair value less costs to sell and the present value of the future cash flows expected to
be derived from the asset. Provision for asset impairment is determined and recognized on the individual
asset basis. If it is not possible to estimate the recoverable amount of an individual asset the recoverable
amount of a group of assets to which the asset belongs to is determined. A group of assets is the smallest
group of assets that is able to generate cash inflows independently.Goodwill formed due to business combination intangible assets with uncertain service life and
intangible assets that have not yet reached serviceable conditions shall be tested for impairment at least
at the end of each year regardless of whether there is any indication of impairment.When the Company carry out impairment test to goodwill the Company shall as of the purchasing
day allocate on a reasonable basis the book value of the goodwill formed by merger of enterprises to the
relevant asset groups or if there is a difficulty in allocation to allocate it to the sets of asset groups. The
relevant asset group or combination of asset groups is the asset group or combination of asset groups
that can benefit from the synergies of business combination.For the purpose of impairment test on the relevant asset groups or the sets of asset groups
containing goodwill if any evidence shows that the impairment of asset groups or sets of asset groups
related to goodwill is possible an impairment test will be made first on the asset groups or sets of asset
groups not containing goodwill thus calculating the recoverable amount and comparing it with the
relevant book value so as to recognize the corresponding impairment loss. Asset group or combination
of group assets containing goodwill are tested for impairment and the book value and recoverable
amount shall be compared. If the recoverable amount is less than the book value the amount of
impairment loss shall be deducted and apportioned to the book value of goodwill in asset group or
combination of asset groups before deducting to the book value of all other assets proportionally based
on the proportion of the book value of all assets other than goodwill in the asset group or combination of
asset groups.Once the above asset impairment loss is recognized it will not be reversed in the subsequent
accounting periods.
28. Long-term prepaid expenses
√Applicable □Non-applicable
Long-term prepaid expenses are expenses which have occurred but will benefit over 1 year and
shall be amortized over the current period and subsequent periods.The amortization period and amortization method for each expense is:
Item Amortization Method Amortization period
Renovation cost Straight-line method 5 years
Others Straight-line method 3-5 years
179 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
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29. Contract liabilities
√Applicable □Non-applicable
The Company shall show the contract assets or contract liabilities in the balance sheet in
accordance with the relationship between the performance of the contract obligations and the Customer
payment. The Company’s obligation to transfer goods or provide services to customers for which
consideration has been received or receivable are presented as contractual liabilities. Contract assets and
contract liabilities under the same contract shall be shown on a net basis.
30. Employee remuneration
(1). Accountant arrangement method of short-term remuneration
√Applicable □Non-applicable
During the accounting period when the staff provides service the Company will recognize the
short-term remuneration actually incurred as liabilities and the liabilities would be charged into current
profits and loss or costs of assets.The Company will pay social insurance and housing funds and will make provision of trade union
funds and staff education costs in accordance with the requirements. During the accounting period when
the staff provides service the Company will determine the relevant amount of employee benefits in
accordance with the required provision basis and provision ratios.The expenses on employee benefit incurred by the Company shall be included in the current profit
or loss or related asset cost based on the actual amount when actually incurred and the non-monetary
benefit shall be measured at its fair value.
(2).Accounting treatment method of retirement benefit plan
√Applicable □Non-applicable
(1) Defined contribution plan
The Company will pay basic pension insurance and unemployment insurance in accordance with
the relevant provisions of the local government for the staff. During the accounting period when the staff
provides service the Company will calculate the amount payable in accordance with the local stipulated
basis and proportions which will be recognized as liabilities and the liabilities would be charged into
current profits and loss or costs of assets.
(2) Defined benefit plan
The welfare responsibilities generated from defined benefit scheme based on the formula
determined by projected unit credit method would be vested to the service period of the staff and
charged into current profits and loss or costs of assets.The deficit or surplus formed by the present value of obligations of the defined benefit plan minus
the fair value of the assets of the defined benefit plan is recognized as a net liability or net asset of the
defined benefit plan. If there is a surplus in the defined benefit plan the Company shall use the lower of
the surplus of the defined benefit plan and the asset ceiling to measure the net assets of the defined
benefit plan.All defined benefit plan obligations including obligations expected to be paid within twelve
months after the end of the annual reporting period in which employees render services are discounted
at the market rate of return in respect of the national debts matching the term and currency of the defined
benefit plan or in respect of high-quality corporate bonds available on the active market on the balance
sheet date.The service cost incurred by the defined benefit plan and the net interest of the net liabilities or net
assets of the defined benefit plan are included in the current profit and loss or the related asset cost; the
changes in the net liabilities or net assets of the defined benefit plan are recorded in other comprehensive
income and it will not be reversed to profit or loss in the subsequent accounting period. When the
original defined benefit plan is terminated all that originally included in other comprehensive income
will be carried forward to undistributed profit within the scope of equity.
180 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
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At the settlement of the defined benefit plan the gain or loss from the settlement is recognized by
the difference between the present value of the obligation of the defined benefit plan and the settlement
price determined on the settlement date.
(3).Accountant arrangement method of termination benefits
√Applicable □Non-applicable
Where the Company pays termination benefit to employees the liabilities of employee
remuneration generated by termination benefit shall be recognized at the earlier of the following date
and included in the current profit or loss: when the company cannot unilaterally withdraw termination
benefit provided by labor relationship termination plan or layoff proposal; when the Company
recognizes costs or expenses related to a restructuring of the payment of termination benefits.
(4).Accountant arrangement method of other long-term employee benefits
□Applicable √Non-applicable
31. Estimated liabilities
√Applicable □Non-applicable
The obligations related to contingencies in the satisfaction of all of the following conditions will be
recorded as estimated liabilities:
(1) The obligation is the current obligation undertaken by the company;
(2) The fulfillment of this obligation is likely to result in the outflow of economic benefits from the
company;
(3) The amount of the obligation can be reliably measured.
Estimated liabilities are initially measured based on the best estimate of the expenditure required to
fulfill the relevant current obligations.On fixing the best estimate certain factors such as risks uncertainties and time value of money in
connection with contingencies shall be considered in full aspects. If the time value of money has a
significant impact the best estimate is fixed after discounting the relevant future cash outflows.If there is a continuous range of required expenditures and the likelihood of occurrence of various
outcomes within this range is the same the best estimate shall be fixed at the median value within the
range; in other circumstances the best estimate shall be treated as:
* If a contingency involves one item it shall be fixed according to the most likely amount.* If a contingency involves more than one items it shall be calculated and fixed according to
various possible results and related probabilities.If all or part of the expenditure required to pay off the estimated liability is expected to be
compensated by a third party the compensation amount shall be recognized as an asset separately when
virtually confirmed that it can be received and the compensation amount recognized must not exceed
the book value of the estimated liability.The company shall review the book value of estimated liabilities on the balance sheet date. If there
is conclusive evidence that the book value cannot reflect the current best estimate the book value shall
be adjusted according to the current best estimate.
32. Share-based payment
□Applicable √Non-applicable
33. Preference shares perpetual bonds and other financial instruments
□Applicable √Non-applicable
34. Revenue
(1).Disclosure of accounting policies used for revenue recognition and measurement by type of business
√Applicable □Non-applicable
181 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
1. Accounting policies for revenue recognition and measurement
The Company has fulfilled its contractual obligation to recognize income when the Customer
obtains control over the relevant goods or services. Obtaining control over related goods or services
means to be able to dominate the use of the goods or services and obtain virtually all economic benefits
from it.Where the Contract contains the performance of two or more obligations the Company shall on
the commencement date of the Contract apportion the transaction price to each individual performance
obligation on the basis of the relative proportion of the individual selling price of the goods or service
committed by each individual performance obligation. The Company shall measure its income on the
basis of the transaction price apportioned to each individual performance obligation.The transaction price refers to the amount of consideration the Company is expected to be entitled
to receive for the transfer of goods or services to the Customer excluding payments received on behalf
of third parties and the amounts expected to be refunded to the Customer. The Company determines the
transaction price in accordance with Contract terms and by taking into consideration its past practices. In
determining the transaction price it takes into consideration the impact of variable consideration
material financing elements in the Contract non-cash consideration consideration payable to customers
and other factors. The Company determines the transaction price that includes the variable consideration
at an amount not exceeding the amount of accumulated recognized income which is not likely to be
materially reversed when the relevant uncertainty is eliminated. Where there is material financing
components in the Contract the Company shall determine the transaction price on the basis of the
amount payable based on the assumption that the Customer pays in cash upon obtaining control over the
goods or services and shall amortize the difference between the transaction price and the Contract
consideration by effective interest method during the Contract period.It shall be deemed as fulfilling performance obligation within a certain period of time if one of the
following conditions is satisfied. Otherwise it shall be deemed as fulfilling performance obligation at a
certain point in time:
* The Customer obtains and consumes the economic benefits arising from the Company's
performance of obligations at the same time of that the Company perform its obligations.* The Customer can control the goods under construction during the process that the Company
perform its obligations.* The product produced by the Company during the performance of its obligations is
irreplaceable in use and the Company shall be entitled to receive payment for the accumulated part of
the performance completed so far during the whole Contract period.For obligations performed within a certain period of time the Company shall recognize income on
the basis of the performance progress during that period except when the performance progress cannot
be reasonably determined. The Company will adopt output method or input method to determine the
performance progress by taking the nature of the goods or services into consideration. Where the
performance progress cannot be reasonably determined and the costs incurred are expected to be
compensated the Company shall recognize income on the basis of the costs incurred until the
performance progress can be reasonably determined.For obligations performed at a certain point of time the Company recognizes income at the point
when the Customer obtain control over relevant goods or services. The Company takes the following
indications into consideration when determining whether the Customer has obtained control over
relevant goods or services:
* The Company is entitled to collect payment in respect of the goods or services immediately
i.e. the Customer is obliged to make payment in respect of the goods or services immediately
* The Company has transferred legal ownership of the goods to the Customer i.e. the Customer
has legal ownership of the goods.* The Company has physically transferred the goods to the Customer i.e. the Customer has
physically possessed the goods.* The Company has transferred the principal risks and rewards in the ownership of the goods to
the Customer i.e. the Customer has obtained the principal risks and rewards in the ownership of the
goods.* The Customer has received the goods or services etc.The determination of the Company's status as either a principally liable person or an agent is made
when entering into a transaction depending on whether it exercises control over the goods or services
before handing them over to the customer. If the Company has the ability to control the goods or
182 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
services before transferring them to the customer it is considered the principal and records revenue
according to the total consideration received or receivable. On the other hand if the Company lacks
control over the goods or services before transferring them it is classified as an agent and recognizes
revenue based on the anticipated commissions or fees.
2. Disclosure of specific revenue recognition and measurement methods by business type
(1) Domestic company
1) Domestic sales
For sales to domestic carmakers the goods received by customer and the notice of issuing an invoice is
treated as the time point of revenue recognition. For domestic after-sales market sales the time of
delivery is treated as the time point of revenue recognition.
2) Overseas sales
For general trade sales customs declaration and export are treated as the revenue confirmation time
point. For the sales based on DDU and DDP as contained in the sales contract the time of arrival at the
destination and the acknowledgment of receipt by customer is treated as the time point of revenue
recognition.
(2) Overseas company
The time of shipment and the acknowledgment of receipt by customer is treated as the time point of
revenue recognition.
(2). Different business models adopted for similar businesses leading to differences in revenue
recognition accounting policies
□Applicable√ Non-applicable
35. Contract costs
√Applicable □Non-applicable
Contract costs include contract performance costs and contract acquisition costs.The Company recognizes the costs incurred for performing the contract and that not fall within the
scope of inventories fixed assets or intangible assets as stipulated by related standards as an asset when
the following conditions are met:
* The cost is directly related to a current or anticipated contract.* The cost increases the Company's future resources to perform obligations.* The cost is expected to be recovered
The Company regards the incremental cost incurred to acquire the contract and that are expected to
be recovered as contract acquisition costs and recognizes them as an asset.Assets related to contract costs shall be amortized using the same basis as income recognition of
goods or services related to the asset. However the Company shall include the amount in current profit
or loss if the amortization period of the contract acquisition cost is less than one year.The Company shall draw an impairment provision for the excess part when the book value of an
asset related to the contract cost is higher than the difference between the following two items and
recognize it as an impairment loss of the asset:
1. The remaining consideration expected to be obtained due to the transfer of goods or services
related to the asset;
2. Estimated costs to be incurred for the transfer of goods or services related to the asset.
The Company shall reverse the impairment provision withdrawn and include it in current profit or
loss if the impairment factors of the previous period change and cause the aforementioned difference
higher than the book value of the asset. However the book value of the asset after reverse shall not
exceed the book value of the asset on the reverse date under the assumption that no provision for the
impairment is withdrawn.
36. Government subsidies
√Applicable □Non-applicable
1. Type
183 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Government grants are monetary assets and non-monetary assets acquired by the Company from
the government free of charge. Government grants are classified into government grants related to assets
and government grants related to revenue.Government grants related to assets refer to government grants acquired by the Company for the
purpose of purchasing or constructing or otherwise forming long-term assets. Government grants related
to revenue refer to the government grants other than those related to assets.Government grants are classified as assets-related under the following criteria:
Government grants obtained for purchase and construction or other forms of long-term assets are
defined as government grants related to assets;
Government grants are classified as income-related under the following criteria:
Government grants other than assets-related government grants are defined as income-related
government grants;
If the government documents have not yet specified the intended subjects of grants the Company
will classify the government grants as asset-related or income-related according to the following criteria:
(1) If the government document specifies a item applicable to the grants it shall be divided
according to the relative proportion of the expenditure amount that will form the asset and the
expenditure amount included in the expense in the budget of the specific item and the division ratio
shall be rechecked among each balance sheet date and subject to a if necessary;
(2) The government document only makes a general statement and no specific item is specified it
is recorded as the income-related government grants.
2. Confirmation of time point
Government subsidies are confirmed when the company can meet its attached conditions and can
be received.
3. Accounting treatment
Government grants related to assets shall write off the book value of relevant assets or be
recognized as deferred income. When recognized as deferred income the government grant related to
assets will be period by period credited to the profits and losses of the current period in a reasonable and
systematic manner within the service life of relevant assets (those related to the Company's daily
activities shall be recognized as other income; those unrelated to the Company's daily activities shall be
recognized as non-operating income).The revenue-related government grants shall be recognized as deferred income if they are used to
compensate relevant expenses or losses in subsequent periods and they shall be included in profit and
loss of the current period (those related to Company's routine activities shall be included in other income;
those unrelated to the Company's routine activities shall be included in non-operating income) or used to
offset relevant expenses or losses during the recognition of related expenses or losses; the grants used to
compensate related expenses or losses incurred shall be included in profit and loss of the current period
(those related to Company's routine activities shall be included in other income; those unrelated to the
Company's routine activities shall be included in non-operating income) or used to offset relevant
expenses or losses.、
37. Deferred income tax assets/deferred income tax liabilities
√Applicable □Non-applicable
Income tax includes current income tax and deferred income tax. The Company will include current
income tax and deferred income tax in the current profit or loss except for income tax arising from
business combination and transaction or event directly included in the owners’ equity (including other
comprehensive income).Deferred income tax assets and deferred income tax liabilities shall be calculated and recognized on
the basis of the difference (temporary difference) between the tax basis of the assets and liabilities and
their book value.Deferred income tax assets are recognized to the extent that it is probable that future taxable profits
will be available against which deductible temporary differences can be utilized. For deductible losses
and tax credits that can be reversed in the future period deferred tax assets shall be recognized to the
extent that it is probable that taxable profit will be available in the future to offset the deductible losses
and tax credits.
184 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Save as the exceptions deferred income tax liabilities shall be recognized for the taxable temporary
difference.Special circumstances in which deferred income tax assets or deferred income tax liabilities are not
recognized include:
* Initial recognition of goodwill;
* Transaction or event that is not a business combination and would not affect accounting
profit and taxable income (or deductible loss) at the time of occurrence.For taxable temporary differences related to investments in subsidiaries associates and joint
ventures deferred income tax liability is recognized unless the Company can control the timing of
reversal of such temporary differences and such temporary differences are not likely to be reversed in
the foreseeable future. For deductible temporary differences related to the investments of subsidiaries
associates and joint ventures deferred tax asset is recognized when the temporary differences are likely
to be reversed in the foreseeable future and the taxable income amount used to offset the deductible
temporary differences is likely to be obtained in the future.Deferred tax assets and deferred tax liabilities on the balance sheet are evaluated based on the
anticipated tax rates that will be applicable during the period when the associated assets are recuperated
or the associated liabilities are resolved in accordance with the prevailing tax regulations.On the balance sheet date the Company reviews the book value of the deferred income tax assets.The book value of the deferred income tax asset will be written down if sufficient taxable income is not
likely to be obtained to offset the benefit of the deferred income tax asset in the future period. The
write-down amount will be reversed when sufficient taxable income is likely to be obtained.After granted the legal rights of net settlement and with the intention to use net settlement or obtain
assets and repay debt at the same time the net amount after offsetting its current income tax assets and
current income tax liabilities shall be recorded.On the balance sheet date deferred income tax assets and deferred income tax liabilities shall be as
stipulated by tax law measured by the applicable tax rate of the period of expected recovery of the
relevant assets or settlement of the relevant liabilities.* The taxpayer has the legal right to settle the current income tax assets and current income tax
liabilities on a net basis;
* Deferred income tax assets and deferred tax liabilities are related to the income tax to be paid
by the same entity liable to pay tax to the same tax collection and management authority or related to
different entities liable to pay tax. The relevant entity liable to pay tax is intended to apply net settlement
of current income tax assets and liabilities or at the same time obtain assets and repay debt in every
future period that deferred income tax assets and liabilities with importance would be reversed.
38. Lease
√Applicable □Non-applicable
Judgemental basis and accounting treatment of short-term leases and leases of low-value assets as
a simplified treatment for lessee
√Applicable □Non-applicable
(1) Right-of-use assets
On the start date of the lease term the Company recognizes the right-of-use asset for leases other
than short-term leases and low-value asset leases. Right-of-use assets are initially measured at cost
which includes:
The initial measurement amount of the lease liability;
For lease payments paid on or before the start of the lease term if there is a lease incentive the
amount of the lease incentive already enjoyed is deducted;
Initial direct expenses incurred by the Company;
The Company's estimated cost for dismantling and removing the leased assets restoring the
site where the leased assets are located or restoring the leased assets to the state as set out in the lease
terms and conditions except for the costs incurred for the production of inventory.The Company subsequently uses the straight-line method to depreciate the right-of-use assets. If it
can be reasonably determined that the ownership of the leased asset will be obtained at the end of the
lease term the Company shall depreciate the leased asset over the remaining useful life; otherwise the
185 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
leased asset will be depreciated over the lease term or the remaining useful life of the leased asset
whichever is shorter.The Company determines whether the right-of-use asset has been impaired under the principles as
set out in "Note V. 27. Long-term asset impairment" and performs accounting treatment for the
identified impairment loss.
(2) Lease liabilities
On the commencement of the lease term the Company recognizes lease liabilities for leases other
than short-term leases and leases of low-value assets. Lease liabilities are initially measured based on the
present value of the unpaid lease payments. Lease payments include:
Fixed payment (including the actual fixed payment) if there is a lease incentive the relevant
amount of the lease incentive will be deducted;
Variable lease payments that depend on an index or rate;
The amount expected to be paid based on the residual value of the guarantee provided by the
company;
The exercise price of the purchase option provided that the Company reasonably determines
that it will exercise the option;
The amount to be paid to exercise the option to terminate the lease provided that the lease
term reflects that the company will exercise the option to terminate the lease.The Company takes the interest rate implicit in the lease as the discount rate but if the interest rate
implicit in the lease cannot be reasonably determined the company's incremental borrowing interest rate
is used as the discount rate.The Company calculates the interest expense of the lease liability during each period of the lease
term according to a fixed periodic interest rate and includes it in the current profit and loss or the cost of
related assets.Variable lease payments that are not included in the measurement of lease liabilities are included in
the current profit and loss or the cost of related assets when they actually occur.After the commencement of the lease term in any of the following circumstances the Company
re-measures the lease liability and adjusts the corresponding right-of-use asset. If the book value of the
right-of-use asset has been reduced to zero but the lease liability still needs to be further reduced it will
The difference is included in the current profit and loss:
* When the evaluation results of the purchase option the renewal option or the termination option
change or the actual exercise of the aforementioned option is inconsistent with the original evaluation
result the company will discount the lease payment after the change and the revised discount The
present value of the rate calculation remeasures the lease liability;
* When the actual fixed payment changes the expected payable amount of the guarantee residual
value changes or the index or ratio used to determine the lease payment changes the company
calculates the present value based on the changed lease payment and the original discount rate
Remeasure the lease liability. However if changes in lease payments originate from changes in floating
interest rates the revised discount rate is used to calculate the present value.
(3) Short-term leases and low-value asset leases
186 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
The Company elects not to recognize right-of-use assets and lease liabilities for short-term leases
and low-value asset leases and calculates the relevant lease payments in the current profit and loss or
related asset costs on a straight-line basis in each period of the lease term. Short-term lease refers to a
lease that does not include purchase options for a lease period not exceeding 12 months at the beginning
of the lease period. Low-value asset leasing refers to a lease with a lower value when a single leased
asset is a new asset. If the Company subleases or expects to sublease the leased assets the original lease
is not a low-value asset lease.
(4) Lease change
If the lease is changed and the following conditions are met at the same time the company shall
treat the lease change as a separate lease for accounting treatment:
The lease change expands the scope of the lease by adding one or more use rights to leased
assets;
The increased consideration is equivalent to the amount of the individual price of the expanded
part of the lease scope adjusted according to the contract conditions.If the lease change is not accounted for as a separate lease on the effective date of the lease change
the Company reapportions the consideration of the contract after the change re-determines the lease
term and calculates the current lease payment based on the lease payment after the change and the
revised discount rate. The value of the lease liability is remeasured.If the lease change causes the scope of the lease to be reduced or the lease term is shortened the
Company will correspondingly reduce the book value of the right-of-use asset and the relevant gains or
losses from the partial or complete termination of the lease are included in the current profit and loss. If
other lease changes cause the lease liability to be remeasured the company adjusts the book value of the
right-of-use asset accordingly.Criteria for classification and accounting treatment of leases as lessors
√Applicable □Non-applicable
On the commencement date of the lease the Company divides the lease into financial lease and
operating lease. Finance lease refers to a lease in which almost all the risks and rewards related to the
ownership of the leased asset are transferred regardless of whether the ownership is ultimately
transferred. Operating leases refer to leases other than financial leases. When the Company acts as a
sublease lessor it classifies subleases based on the right-of-use assets generated from the original lease.
(1) Accounting treatment of operating leases
The lease receipts of operating leases are recognized as rental income in each period of the lease
term according to the straight-line method. The Company capitalizes the initial direct costs incurred
related to operating leases and allocates them to the current profit and loss on the same basis as the
confirmation of rental income during the lease term. Variable lease payments that are not included in the
lease receipts are included in the current profit and loss when they actually occur. If an operating lease is
changed the company will account for it as a new lease from the effective date of the change and the
amount of advance receipts or lease receivables related to the lease before the change shall be deemed as
the receipts of the new lease.
187 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(2) Accounting treatment of financial leasing
On the commencement date of the lease the Company recognizes the financial lease receivables for
the financial lease and terminates the recognition of the financial lease assets. When the Company
initially measures the financial lease receivables the net lease investment is taken as the entry value of
the financial lease receivables. The net lease investment is the sum of the unguaranteed residual value
and the present value of the lease payment that has not been received at the beginning of the lease term
discounted at the interest rate implicit in the lease.The Company calculates and recognizes the interest income for each period of the lease term based
on a fixed periodic interest rate. The derecognition and impairment of financial lease receivables shall be
accounted for in accordance with this Note "III. (X). Financial Instruments".Variable lease payments that are not included in the measurement of the net lease investment are
included in the current profit and loss when they actually occur.If a financial lease is changed and the following conditions are met at the same time the Company
shall treat the change as a separate lease for accounting treatment:
* The change expands the scope of the lease by adding one or more use rights to leased assets;
* The increased consideration is equivalent to the amount of the individual price of the expanded
part of the lease scope adjusted according to the contract conditions.If the change of the financial lease is not accounted for as a separate lease the company shall deal
with the changed lease in the following situations:
* If the change takes effect on the lease start date the lease will be classified as an operating lease
and the Company will start accounting for it as a new lease from the lease change effective date and use
the net lease investment before the lease change effective date as The book value of the leased asset;
* If the change takes effect on the lease start date the lease will be classified as a financial lease
and the company will conduct accounting treatment in accordance with the policy of this note "V. (11).Financial Instruments" on the modification or renegotiation of the contract.
(3) Sale and Leaseback Transactions
The Company assesses whether the asset transfer in a sale-and-leaseback transaction qualifies as a
sale based on the principles described in Note "V. (34) Revenue" of these financial statements.
(1) As a Lessee
When the asset transfer in a sale-and-leaseback transaction qualifies as a sale the Company as a
lessee measures the right-of-use asset arising from the leaseback using the portion of the original
carrying amount of the asset that relates to the right of use retained through the leaseback. The Company
only recognizes gains or losses related to the rights transferred to the lessor.Subsequent to the commencement date of the lease the subsequent measurement of right-of-use
assets and lease liabilities as well as lease modifications are detailed in "V. (38). Leases – 1. The
Company as a Lessee" of these notes. When performing subsequent measurement of lease liabilities
arising from sale-and-leaseback transactions the Company ensures that the method of determining lease
188 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
payments or modified lease payments does not result in the recognition of gains or losses related to the
right of use retained through the leaseback.If the asset transfer in a sale-and-leaseback transaction does not qualify as a sale the Company as a
lessee continues to recognize the transferred asset and simultaneously recognizes a financial liability
equal to the transfer proceeds. The accounting treatment for financial liabilities is detailed in "V. (11).Financial Instruments" of these notes.
(2) As a Lessor
If the asset transfer in a sale-and-leaseback transaction qualifies as a sale the Company as a lessor
accounts for the purchase of the asset and subsequently accounts for the lease of the asset in accordance
with the policies outlined in "2. The Company as a Lessor" above; If the asset transfer does not qualify
as a sale the Company as a lessor does not recognize the transferred asset but recognizes a financial
asset equal to the transfer proceeds. The accounting treatment for financial assets is detailed in "V.(11).Financial Instruments" of these notes.
39. Other significant accounting policies and accounting estimates
□Applicable √Non-applicable
40. Changes in significant accounting policies and accounting estimates
(1). Changes in significant accounting policies
√Applicable □Non-applicable
Unit：Yuan Currency：RMB
Changes in Accounting Policies Financial Statement Items
and Reasons Materially Affected Impact Amount
Implementation of Accounting
Standards for Business
Enterprises Interpretation No. None
17
Implementation of Provisional
Regulations on Accounting
Treatment of Enterprise Data None
Resources
Implementation of Accounting
Standards for Business
Enterprises Interpretation No.
18–"Accounting Treatment for Operating costs and sales
Assurance-Type Warranties Not expenses
Constituting Separate
Performance Obligations"
Other notes:
(1) Implementation of Accounting Standards for Business Enterprises Interpretation No. 17
On 25 October 2023 the Ministry of Finance released the "Accounting Standards for Business
Enterprises Interpretation No. 17" (Cai Kuai [2023] No. 21 hereinafter referred to as "Interpretation No.
17").
Classification of Current and Non-current Liabilities
* Interpretation No. 17 Clarifies:
189 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
A liability shall be classified as a current liability if at the balance sheet date the entity does not
possess the substantive right to defer settlement of that liability for more than one year after the balance
sheet date.For liabilities arising from corporate loan arrangements the entity's right to defer settlement of the
liability for more than one year after the balance sheet date may be contingent upon compliance with
specified conditions in the loan agreement (hereinafter referred to as "covenant conditions").The settlement of a liability when classifying the liquidity of the liability means that the enterprise
discharges the liability by transferring cash other economic resources (e.g. goods or services) or the
enterprise's own equity instruments to the counterparty. If the terms of the liability result in the
enterprise settling the liability by delivering its own equity instruments if the counterparty so chooses
and if the enterprise classifies the above option as an equity instrument and recognizes it separately as an
equity component of a compound financial instrument in accordance with ASBE No. 37 - Presentation
of Financial Instruments the terms of the liability does not affect the liquidity classification of the
liability.The interpretation provision is effective from January 1 2024 and companies should adjust the
comparable period information in accordance with the interpretation provision when they implement the
provision for the first time. The Company's implementation of this provision did not have a significant
impact on the Company's financial position and results of operations.* Disclosures about Vendor Financing Arrangements
Interpretation No. 17 requires that when making note disclosures an enterprise should summarize
and disclose information relating to vendor financing arrangements that will assist users of the
statements in assessing the impact of those arrangements on the enterprise's liabilities cash flows and
the enterprise's exposure to liquidity risk. The impact of vendor financing arrangements should also be
considered when identifying and disclosing information about liquidity risk. This disclosure requirement
applies only to vendor financing arrangements. A supplier financing arrangement is a transaction that
has the following characteristics: one or more finance providers provide funds to make payments to an
enterprise on behalf of its suppliers with an agreement that the enterprise will repay the finance
providers on or after the date the payments are received by its suppliers in accordance with the terms
and conditions of the arrangement. The supplier finance arrangement extends the payment period for the
business or advances the collection period for the business's suppliers compared to the original payment
due date. The interpreted provision is effective January 1 2024 and companies are not required to
disclose information related to comparable periods and certain opening information when implementing
the interpreted provision for the first time. The implementation of this provision did not have a
significant impact on the Company's financial position and results of operations.* Accounting for Sale and Leaseback Transactions
Interpretation No. 17 stipulates that when a lessee subsequently measures a lease liability arising
from a sale and leaseback the manner in which it determines the amount of lease payments or changes
the amount of subsequent lease payments shall not result in the recognition of a gain or loss related to
the right of use acquired by the lessee in the leaseback. When an enterprise first implements this
provision it should retrospectively adjust for sale and leaseback transactions that are conducted after the
date of initial implementation of ASU No. 21 Leases.The provisions of this interpretation are effective January 1 2024 and allow companies to early
implement the provisions from the year of issuance. The Company implemented this provision from
January 1 2024 and the implementation of this provision did not have a material impact on the
Company's financial position and results of operations.
(2) Implementation of Provisional Regulations on Accounting Treatment of Enterprise Data
Resources
The Ministry of Finance ("MOF") issued the Interim Provisions on Accounting Treatment Related
to Enterprise Data Resources ("Interim Provisions on Accounting Treatment Related to Enterprise Data
Resources") (Caihui [2023] No. 11) on August 1 2023 which applies to the data resources that are
recognized as assets such as intangible assets or inventories in compliance with the relevant provisions
of the Accounting Standards for Business Enterprises ("ASBEs") as well as data resources legally
owned or controlled by an enterprise and are expected to bring economic benefits to the enterprise but
190 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
which do not satisfy the conditions for recognition of an asset without recognition of the The relevant
accounting treatment and specific requirements for disclosure of data resources.The provision is effective from January 1 2024 and enterprises should adopt the future application
method and the expenses related to data resources that have been expensed to profit or loss before the
implementation of the provision will not be adjusted. The implementation of this regulation did not have
a significant impact on the Company's financial position and results of operations.
(3) Implementation of Accounting Standards for Business Enterprises Interpretation No.
18–"Accounting Treatment for Assurance-Type Warranties Not Constituting Separate Performance
Obligations"
The Ministry of Finance issued Accounting Standards for Business Enterprises Interpretation No.
18 on December 6 2024 (Caikuai [2024] No. 24 hereinafter referred to as Interpretation No. 18) which
is effective from the date of issuance and allows enterprises to implement it in advance from the year of
issuance.Interpretation No. 18 stipulates that when accounting for estimated liabilities arising from quality
assurance that do not belong to a single performance obligation according to the relevant provisions of
"Enterprise Accounting Standards No. 13- Contingencies" the determined estimated liability amount
should be debited to "main business costs" "other business costs" and other accounts and credited to the
"estimated liabilities" account and correspondingly listed in the "operating costs" in the income
statement and the "other current liabilities" "non current liabilities due within one year" "estimated
liabilities" and other items in the balance sheet.When the enterprise first implements the interpretation if the original provision for quality
assurance is included in "sales expenses" it should be retrospectively adjusted according to changes in
accounting policies. The main impacts of implementing this regulation by our company from 2024
onwards are as follows:
Unit: yuan
Consolidated Parent Company
Affected Statement
2024 Fiscal 2023 Fiscal
Items 2023 Fiscal Year 2024 Fiscal Year
Year Year
Operating costs 49233094.10 26241811.67 9119106.87 7033319.17
Selling expenses -49233094.10 -26241811.67 -9119106.87 -7033319.17
(2). Changes in significant accounting estimates
□Applicable √Non-applicable
(3). From 2024 onwards the initial implementation of new accounting standards or standard
interpretations involves adjustments to the financial statements at the beginning of the first
implementation year
□Applicable √Non-applicable
41. Others
□Applicable √Non-applicable
VI. Taxes
1. Major categories of taxes and tax rates
Main categories of taxes and tax rates
√Applicable □Non-applicable
Tax Type Taxation basis Tax rate
VAT According to the provisions of the 13%、9%、6%
191 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
tax law the sales tax shall be
calculated on the basis of the
income by selling goods and
taxable services. After deducting
the input tax that is allowed to be
deducted from the sales tax in the
current period the difference shall
be the value added tax
Consumption
Tax
Business Tax
Urban Maintenance and Calculated based on the actual
Construction Tax VAT paid 7%、5%
Enterprise
income tax Calculated based on the taxable
34%、30%、28%、27%、26.5%、income 25%、24%、20.6%、19%、16.5%、
15%
Education Surcharges Calculated based on the actual
VAT paid 3%
Local Education Surcharges Calculated based on the actual
VAT paid 2%
Note 1: The sales of goods are subject to VAT at 13% of taxable income technology development
services are subject to VAT at 6% of taxable income and real estate leasing is subject to VAT at 9% of
taxable income.Note 2: If there are taxable entities applicable to different corporate city maintenance and
construction tax rates make a disclosure of statement:
Urban Maintenance and Construction Tax Rate
Name of Taxpayer
(%)
Tuopu Automobile Electronics 5
Tuopu Thermal Management 5
Zhejiang Towin 5
Skateboard Chassis 5
Shanghai Tuopu 5
Taizhou Tuopu 5
Sichuan Tuopu 5
Huzhou Tuopu 5
Ningbo Qianhui 5
Shanghai Towin 5
Anhui Tuopu 5
Henan Tuopu 5
Tuopu Photovoltaic Technology (Hangzhou Bay) 5
Tuopu Photovoltaic Technology (Taizhou) 5
Tuopu Photovoltaic Technology (Jinhua) 5
Tuopu Photovoltaic Technology (Linshui) 5
Other companies 7
If there are taxpayers applicable to different corporate local education surcharge rates make a disclosure
of the description
√Applicable □Non-applicable
Name of Taxpayer Income Tax Rate (%)
The Company 15
192 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Tuopu Automobile Electronics 15
Tuopu Thermal Management 15
Zhejiang Towin 15
Suining Tuopu 15
Tuopu Chassis 15
Hunan Tuopu 15
Chongqing Chassis 15
Xi’an Tuopu 15
Sichuan Tuopu 15
Liuzhou Tuopu 15
Baoji Tuopu 15
Ningbo Qianhui 15
Chongqing Tuopu 15
Tuopu North America Limited 26.50
Tuopu North America USA Limited INC 27
Tuopu USA LLC 28
Tuopu International 16.50
Tuopu Poland 19
Tuopu Sweden 20.60
Tuopu Malaysia 24
TUOPU DO BRASIL 34
Tuopu Mexico 30
Other companies 25
1. Preferential tax rate
√Applicable □Non-applicable
1. Under the provisions of the “Administrative measures for the accreditation of hi-tech enterprises”(Guo Ke Fa Huo [2016] No. 32) and the “Guidelines for the accreditation management of hi-techenterprises” (Guo Ke Fa Huo [2016] No.195) Ningbo Science and Technology Bureau Ningbo Finance
Bureau and Ningbo Tax Service SAT issued the certificate of hi-tech enterprise (No.GR202433102644). As set out in the certificate the Company was accredited as a hi-tech enterprise and
this accreditation is valid for 3 years. Within this period of validity the preferential tax rate for corporate
income tax is 15% which is effective from 2024 to 2026 The corporate income tax rate for 2024 is 15%
2. Under the provisions of the “Administrative measures for the accreditation of hi-tech enterprises”(Guo Ke Fa Huo [2016] No. 32) and the “Guidelines for the accreditation management of hi-techenterprises” (Guo Ke Fa Huo [2016] No.195) Ningbo Science and Technology Bureau Ningbo Finance
Bureau and Ningbo Tax Service SAT issued the certificate of hi-tech enterprise (No.GR202233100803). As set out in the certificate Automotive Electronics was accredited as a hi-tech
enterprise and this accreditation is valid for 3 years. Within this period of validity the preferential tax
rate for corporate income tax is 15% which is effective from 2022 to 2024. The corporate income tax
rate applicable to Tuopu Automotive Electronics for 2024 is 15%.
3. Under the provisions of the “Administrative measures for the accreditation of hi-tech enterprises”(Guo Ke Fa Huo [2016] No. 32) and the “Guidelines for the accreditation management of hi-techenterprises” (Guo Ke Fa Huo [2016] No.195) Ningbo Science and Technology Bureau Ningbo Finance
Bureau and Ningbo Tax Service SAT issued the certificate of hi-tech enterprise (No.GR202333103290). As set out in the certificate Zehjiang Towin was accredited as a hi-tech enterprise
and this accreditation is valid for 3 years. Within this period of validity the preferential tax rate for
corporate income tax is 15% which is effective from 2022 to 2024. The corporate income tax rate
applicable to Tuopu Thermal Management for 2024 is 15%
4. Under the provisions of the “Administrative measures for the accreditation of hi-tech enterprises”(Guo Ke Fa Huo [2016] No. 32) and the “Guidelines for the accreditation management of hi-techenterprises” (Guo Ke Fa Huo [2016] No.195) Ningbo Science and Technology Bureau Ningbo Finance
Bureau and Ningbo Tax Service SAT issued the certificate of hi-tech enterprise (No.GR202333100609). As set out in the certificate Tuopu Chassis was accredited as a hi-tech enterprise
193 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
and this accreditation is valid for 3 years. Within this period of validity the preferential tax rate for
corporate income tax is 15% which is effective from 2023 to 2025. The corporate income tax rate
applicable to Tuopu Chassis for 2024 is 15%.
5. Under the provisions of the “Administrative measures for the accreditation of hi-tech enterprises”(Guo Ke Fa Huo [2016] No. 32) and the “Guidelines for the accreditation management of hi-techenterprises” (Guo Ke Fa Huo [2016] No.195) Hunan Department of Science and Technology Hunan
Department of Finance State Administration of Taxation Hunan Provincial Taxation Bureau issued the
certificate of hi-tech enterprise (No. GR202343003469). As set out in the certificate Hunan Tuopu was
accredited as a hi-tech enterprise and this accreditation is valid for 3 years. Within this period of validity
the preferential tax rate for corporate income tax is 15% which is effective from 2023 to 2025. The
corporate income tax rate applicable to Tuopu Chassis for 2024 is 15%.
6. Under the provisions of the “Administrative measures for the accreditation of hi-tech enterprises”(Guo Ke Fa Huo [2016] No. 32) and the “Guidelines for the accreditation management of hi-techenterprises” (Guo Ke Fa Huo [2016] No.195) Zhejiang Department of Science and Technology
Zhejiang Department of Finance State Administration of Taxation Zhejiang Provincial Taxation
Bureau issued the certificate of hi-tech enterprise (No. GR202233009476). As set out in the certificate
Zhejiang Towin was accredited as a hi-tech enterprise and this accreditation is valid for 3 years. Within
this period of validity the preferential tax rate for corporate income tax is 15% which is effective from
2022 to 2024. The corporate income tax rate applicable to Tuopu Chassis for 2024 is 15%.
7. Under the provisions of the Announcement on Continuing the Enterprise Income Tax Policy for
Western Development (National Development and Reform Commission Announcement No. 23 of 2020)
and the Catalogue of Encouraged Industries in Western Regions the Department of Economy and
Information Technology of Sichuan Province has recognized Suining Tuopu as an encouraged industrial
enterprise and levied enterprise income tax at a reduced rate of 15%. The preferential period is from
January 1 2021 to December 31 2030. The corporate income tax rate applicable to Suining Tuopu for
2024 is 15%.
8. Under the provisions of the “No. 23 of 2020 by the Ministry of Finance State Administration ofTaxation and National Development and Reform Commission--Circular on the Continuation of theEnterprise Income Tax Policy for the Western Development Strategy” any enterprise engaged in an
encouraged industry in Western China will pay corporate income tax at 15% from 1 January 2021 to 31
December 2030. The corporate income tax rate applicable to Chongqing Chassis for 2024 is 15%.
9. Under the provisions of the “No. 23 of 2020 by the Ministry of Finance State Administration ofTaxation and National Development and Reform Commission--Circular on the Continuation of theEnterprise Income Tax Policy for the Western Development Strategy” any enterprise engaged in an
encouraged industry in Western China will pay corporate income tax at 15% from 1 January 2021 to 31
December 2030. The corporate income tax rate applicable to Xi’an Tuopu for 2024 is 15%.
10. Under the provisions of the “No. 23 of 2020 by the Ministry of Finance State Administration ofTaxation and National Development and Reform Commission--Circular on the Continuation of theEnterprise Income Tax Policy for the Western Development Strategy” any enterprise engaged in an
encouraged industry in Western China will pay corporate income tax at 15% from 1 January 2021 to 31
December 2030. The corporate income tax rate applicable to Sichuan Tuopu for 2024 is 15%.
11. Under the provisions of the “No. 23 of 2020 by the Ministry of Finance State Administration ofTaxation and National Development and Reform Commission--Circular on the Continuation of theEnterprise Income Tax Policy for the Western Development Strategy” any enterprise engaged in an
encouraged industry in Western China will pay corporate income tax at 15% from 1 January 2021 to 31
December 2030. The corporate income tax rate applicable to Liuzhou Tuopu for 2024 is 15%.
12. Under the provisions of the “No. 23 of 2020 by the Ministry of Finance State Administration ofTaxation and National Development and Reform Commission--Circular on the Continuation of theEnterprise Income Tax Policy for the Western Development Strategy” any enterprise engaged in an
encouraged industry in Western China will pay corporate income tax at 15% from 1 January 2021 to 31
December 2030. The corporate income tax rate applicable to Baoji Tuopu for 2024 is 15%.
13. Under the provisions of the “Administrative measures for the accreditation of hi-techenterprises” (Guo Ke Fa Huo [2016] No. 32) and the “Guidelines for the accreditation management ofhi-tech enterprises” (Guo Ke Fa Huo [2016] No.195) Ningbo Science and Technology Bureau Ningbo
Finance Bureau and Ningbo Tax Service SAT issued the certificate of hi-tech enterprise (No.GR202333100329). As set out in the certificate Ningbo Qianhui was accredited as a hi-tech enterprise
and this accreditation is valid for 3 years. Within this period of validity the preferential tax rate for
194 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
corporate income tax is 15% which is effective from 2023 to 2025. The corporate income tax rate
applicable to Ningbo Qianhui for 2024 is 15%.
14. Under the provisions of the “No. 23 of 2020 by the Ministry of Finance State Administration ofTaxation and National Development and Reform Commission--Circular on the Continuation of theEnterprise Income Tax Policy for the Western Development Strategy” any enterprise engaged in an
encouraged industry in Western China will pay corporate income tax at 15% from 1 January 2021 to 31
December 2030. The corporate income tax rate applicable to Chongqing Tuopu for 2024 is 15%.
15. According to the " The Law of the People’s Republic of China on Enterprise Income Tax" and
applicable implementation regulations the income from investment and operation of the state-sponsored
public infrastructure projects shall be exempted for corporate income tax from the first to the third year
and paid in half from the fourth to the sixth year which commences from the taxable year of the first
sum of production and operation income. Tuopu Photovoltaic Technology (Ningbo Beilun) was entitled
to the three-year tax exemption and three-year half tax payment policy from 2022 onwards.
16. According to the " The Law of the People’s Republic of China on Enterprise Income Tax" and
applicable implementation regulations the income from investment and operation of the state-sponsored
public infrastructure projects shall be exempted for corporate income tax from the first to the third year
and paid in half from the fourth to the sixth year which commences from the taxable year of the first
sum of production and operation income. Tuopu Photovoltaic Technology (Hangzhou Bay) was entitled
to the three-year tax exemption and three-year half tax payment policy from 2022 onwards.
17. According to the " The Law of the People’s Republic of China on Enterprise Income Tax" and
applicable implementation regulations the income from investment and operation of the state-sponsored
public infrastructure projects shall be exempted for corporate income tax from the first to the third year
and paid in half from the fourth to the sixth year which commences from the taxable year of the first
sum of production and operation income. Tuopu Photovoltaic Technology (Pinghu) was entitled to the
three-year tax exemption and three-year half tax payment policy from 2022 onwards.
18. According to the " The Law of the People’s Republic of China on Enterprise Income Tax" and
applicable implementation regulations the income from investment and operation of the state-sponsored
public infrastructure projects shall be exempted for corporate income tax from the first to the third year
and paid in half from the fourth to the sixth year which commences from the taxable year of the first
sum of production and operation income. Tuopu Photovoltaic Technology (Taizhou) was entitled to the
three-year tax exemption and three-year half tax payment policy from 2023 onwards.
19. According to the " The Law of the People’s Republic of China on Enterprise Income Tax" and
applicable implementation regulations the income from investment and operation of the state-sponsored
public infrastructure projects shall be exempted for corporate income tax from the first to the third year
and paid in half from the fourth to the sixth year which commences from the taxable year of the first
sum of production and operation income. Tuopu Photovoltaic Technology (Jinhua) was entitled to the
three-year tax exemption and three-year half tax payment policy from 2024 onwards.
20. According to the " The Law of the People’s Republic of China on Enterprise Income Tax" and
applicable implementation regulations the income from investment and operation of the state-sponsored
public infrastructure projects shall be exempted for corporate income tax from the first to the third year
and paid in half from the fourth to the sixth year which commences from the taxable year of the first
sum of production and operation income. Tuopu Photovoltaic Technology (Ningbo Yinzhou) was
entitled to the three-year tax exemption and three-year half tax payment policy from 2023 onwards.
21. According to the " The Law of the People’s Republic of China on Enterprise Income Tax" and
applicable implementation regulations the income from investment and operation of the state-sponsored
public infrastructure projects shall be exempted for corporate income tax from the first to the third year
and paid in half from the fourth to the sixth year which commences from the taxable year of the first
sum of production and operation income. Tuopu Photovoltaic Technology (Xiangtan) was entitled to the
three-year tax exemption and three-year half tax payment policy from 2024 onwards.
22. According to the " The Law of the People’s Republic of China on Enterprise Income Tax" and
applicable implementation regulations the income from investment and operation of the state-sponsored
public infrastructure projects shall be exempted for corporate income tax from the first to the third year
and paid in half from the fourth to the sixth year which commences from the taxable year of the first
sum of production and operation income. Tuopu Photovoltaic Technology (Wuhan) was entitled to the
three-year tax exemption and three-year half tax payment policy from 2024 onwards.
195 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
2. Others
□Applicable √Non-applicable
VII. Notes to the Items in the Consolidated Financial Statement
1. Cash and bank balances
√Applicable □Non-applicable
Unit： Yuan Currency： RMB
Item Balance at the End of the Period Balance at the Beginning of thePeriod
Cash on Hand 21590.07 18810.59
Bank Balance 3942244999.22 2313919121.92
Other Cash and Bank
Balances 45499260.99 541429058.76
Deposits in finance
company
Total 3987765850.28 2855366991.27
Including: Total
Amount Deposited in 631022589.96 228658843.26
Overseas Banks
Other notes
The detailed composition of other monetary funds is as follows:
Unit：Yuan Currency：RMB
Item Balance at the End of the Period Prior Year-End Balance
Bank acceptance deposit 33208844.36 535150594.14
Guarantee and security deposit 12289949.67 6277854.73
Foreign exchange settlement 466.96 609.89
deposit
Total 45499260.99 541429058.76
2. Trading Financial Assets
√Applicable □Non-applicable
Unit： Yuan Currency： RMB
Item Balance at the End of the Period Balance at the Beginning
Designated
of the Period reason andbasis
Financial assets that /
are measured at fair
value and whose
changes are included 1050000000.00 300872066.52
in the current profit
and loss
Including:
Investment in /
debt instruments
Investment in /
equity instruments 872066.52
Derivative /
Financial Assets
Short-term
financial products 1050000000.00 300000000.00
/
196 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Financial assets that
are designated to be
measured at fair value
and whose changes are
included in the current
profit and loss
Including:
Total 1050000000.00 300872066.52 /
Other Notes
□Applicable √Non-applicable
3. Derivative Financial Assets
□Applicable √Non-applicable
4. Notes Receivable
(1) Notes receivable presented by category
√Applicable □Non-applicable
Unit：Yuan Currency：RM
Item Balance at the End of the Period Balance at the Beginning of thePeriod
Bank Acceptance Notes 496868790.84
Commercial Acceptance Notes 24667150.00 57161817.04
Total 24667150.00 554030607.88
(2). Notes receivable pledged by the Company at the end of the period
√Applicable □Non-applicable
Unit：Yuan Currency：RMB
Item Pledged amount by the end of period
Bank Acceptance Notes
Commercial Acceptance Notes 18160355.02
Total 18160355.02
(3). Notes receivable that the Company has endorsed or discounted at the end of the period and that have
not yet expired on the balance sheet date
□Applicable √Non-applicable
197 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(4). Disclosure by provision for bad debts
√Applicable □Non-applicable
Unit：Yuan Currency：RMB
Balance at the End of the Period Balance at the Beginning of the Period
Book Balance Bad Debt Provision Book Balance Bad Debt Provision
Category
Percentag Accrued AccruedAmount e (%) Amount Proportio
Book Value Amount Percentage (%) Amount Proportio
Book Value
n (%) n (%)
Bad debt
provision
accrued
based on
single item
Including:
Bad debt
provision
accrued 25965421.0 100.00 1298271.0 5.00 24667150.0 557039124.5 100.00 3008516.6 0.54 554030607.8
based on 5 5 0 7 9 8
portfolios
Including:
Portfolio:
bank 496868790.8
acceptance 4 89.20
496868790.8
4
notes
Portfolio 2:
commercia
l 25965421.05 100.00
1298271.0
55.00
24667150.0
060170333.7310.80
3008516.6
9 5.00 57161817.04acceptance
notes
Total 25965421.0 100.00 1298271.0 / 24667150.0 557039124.5 100.00 3008516.6 / 554030607.85 5 0 7 9 8
198 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
199 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Bad debt provision accrued based on single item
□Applicable √Non-applicable
Bad debt provision accrued based on portfolio:
√Applicable □Non-applicable
Unit：Yuan Currency：RMB
Name Balance at the End of the PeriodNotes receivable Bad Debt Provision Accrued Proportion (%)
Portfolio 1: bank
acceptance notes
Portfolio 2:
commercial 25965421.05 1298271.05 5.00
acceptance notes
Total 25965421.05 1298271.05
Notes to bad debt provision accrued based on portfolio
□Applicable √Non-applicable
Provision for bad debts based on general model of expected credit losses
□Applicable √Non-applicable
Notes to significant changes in the carrying amount of notes receivable for which a change in the
allowance for losses occurred during the period:
□Applicable √Non-applicable
(5). Bad debt provision
√Applicable□Non-applicable
Unit：Yuan Currency：RMB
Balance at the Amount Changed in the Current Period Balance at the
Category Beginning of Provision Withdrawal Write-off Other End of thethe Period or Reversal Changes Period
Portfolio 1:
bank
acceptance
notes
Portfolio 2:
commercial
acceptance 3008516.69 1710245.64 1298271.05
notes
Total 1314903.47 1710245.64 1298271.05
Significant withdrawal or reversal amount of provision for bad debts in the current period:
□Applicable √Non-applicable
(6). Accounts receivable actually written off in the current period
□Applicable √Non-applicable
Particulars about significant accounts receivable written off:
□Applicable √Non-applicable
Note on write-off of notes receivable:
□Applicable √Non-applicable
200 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Other notes:
□Applicable √Non-applicable
5. Accounts receivable
(1). Disclosure by aging
√Applicable □Non-applicable
Unit：Yuan Currency：RMB
Aging Book Balance at the End of the Book Balance at the BeginningPeriod of the Period
Within 1 year
Including: sub-item within 1 year
Within 1 year 6750293260.66 5358563151.03
Subtotal within 1 year 6750293260.66 5358563151.03
1 to 2 years 134987675.61 59317771.10
2 to 3 years 32319171.57 6568262.84
Over 3 years 12702448.48 10026871.15
3 to 4 years
4 to 5 years
Over 5 years 16128059.01 14810992.23
Total 6946430615.33 5449287048.35
201 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(2). Disclosure by provision method for bad debts
√Applicable □Non-applicable
Unit：Yuan Currency：RMB
Balance at the End of the Period Balance at the Beginning of the Period
Book Balance Bad Debt Provision Book Balance Bad Debt Provision
Category (%) Accrued
Amount Percentag Amount Proportio Book Value Amount Percentag
Accrued
e (%) Amount Proportio
Book Value
e (%) n (%) n (%)
Bad debt
provisio
n
accrued 171147370.53 2.46 171147370.53 100.00 166439402.18 3.05
166439402.1
8100.00
based on
single
item
Including:
Bad debt
provisio
n 6775283244.8 97.54 349694513.0 5.16 6425588731.7 5282847646.1 96.95 276132484.5 5.23 5006715161.6accrued 0 5 5 7 0 7
based on
portfolio
Including:
Bad debt
provisio
n
accrued 6775283244.8 97.54 349694513.0 5.16 6425588731.7 5282847646.10 5 5 7 96.95
276132484.55.235006715161.607
based on
aging
groups
202 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Total 6946430615.3 100.00 520841883.5 6425588731.7 5449287048.3 100.00 442571886.6 / 5006715161.63 8 5 5 8 7
203 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Provision for bad debt based on single item:
√Applicable □Non-applicable
Unit：Yuan Currency：RMB
Balance at the End of the Period
Name AccruedBook Balance Bad Debt Provision Proportion Reason for
(%) Accrual
Human Horizons Expected to
(Shandong) 119871505.86 119871505.86 100.00 be
Technology Co. Ltd. unrecoverable
Wilmaster New Energy Expected to
Auto Parts (Wenzhou) 14768198.95 14768198.95 100.00 be
Co. Ltd. unrecoverable
VM Motor Purchasing Expected to
(Shanghai) Co. Ltd. 11801644.70 11801644.70 100.00 beunrecoverable
Human Horizons Expected to
(Jiangsu) Technology 5933227.04 5933227.04 100.00 be
Co. Ltd. unrecoverable
Chongqing Hyosow Expected to
Parts Co. Ltd. 5341186.92 5341186.92 100.00 beunrecoverable
Henan Dongqi Chenfei Expected to
Rubber and Plastic Co. 2438745.39 2438745.39 100.00 be
Ltd. unrecoverable
Jiangling Holdings Co. Expected to
Ltd. 1602562.00 1602562.00 100.00 beunrecoverable
Beijing Borgward Expected to
Motor Co. Ltd. 1449066.88 1449066.88 100.00 beunrecoverable
GAC Fiat Chrysler Co. Expected to
Ltd. Guangzhou 1415371.81 1415371.81 100.00 be
Branch unrecoverable
VM Motor Technology Expected to
(Sichuan) Co. Ltd. 1365699.92 1365699.92 100.00 beunrecoverable
Hycan Automotive Expected to
Technology Co. Ltd 1163412.50 1163412.50 100.00 beunrecoverable
Expected to
Hafei Motor Co. Ltd. 958585.20 958585.20 100.00 be
unrecoverable
VM Motor Expected to
Technology(Hengyang) 922148.75 922148.75 100.00 be
Co. Ltd. unrecoverable
GAC Fiat Chrysler Co. Expected to
Ltd. 902816.58 902816.58 100.00 beunrecoverable
Zhejiang Green Field Expected to
Motor Co. Ltd. 408702.32 408702.32 100.00 beunrecoverable
Shenyang Xinguang
Huaxiang Automotive 278511.05 278511.05 100.00
Expected to
be
204 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Engine Manufacturing unrecoverable
Co. Ltd
Beijing Borgward Expected to
Motor Co. Ltd. 269495.27 269495.27 100.00 be
Changping Branch unrecoverable
VM Motor Sales Expected to
(Shanghai) Co. Ltd. 236489.39 236489.39 100.00 beunrecoverable
Mianyang Huarui Automobile Expected to
Co. Ltd 20000.00 20000.00 100.00 beunrecoverable
Total 171147370.53 171147370.53 100.00 /
Notes to bad debt provision accrued based on single item:
□Applicable √Non-applicable
Bad debt provision accrued based on portfolios:
√Applicable □Non-applicable
Accrued items based on combinations: Accrued items based on aging group
Unit：Yuan Currency：RMB
Name Balance at the End of the PeriodAccounts Receivable Bad Debt Provision Accrued Proportion(%)
Within 1 year 6746925606.95 337346280.35 5.00
(including 1 year)
1-2 years (including 2 11387183.92 1138718.40 10.00
years)
2-3 years (including 3 5462518.53 1638755.55 30.00
years)
3-5 years (including 5 4842941.62 2905764.97 60.00
years)
Over 5 years 6664993.78 6664993.78 100.00
Total 6775283244.80 349694513.05
Recognition criteria for and notes to bad debt provision by portfolios:
□Applicable √Non-applicable
Provision for bad debts based on general model of expected credit losses
□Applicable √Non-applicable
Note to significant changes in the carrying amount of accounts receivable for which changes in the
allowance for losses occurred during the period:
□Applicable √Non-applicable
(3). Bad debt provision
√Applicable□Non-applicable
Unit：Yuan Currency：RMB
Balance at the Amount Changed in the Current Period Balance at the
Category Beginning of Provision Withdrawal Other End of thethe Period or Reversal Write-off Changes Period
Bad debt
provision
accrued 166439402.18 4707968.35 171147370.53
based on
205 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
single
item
Bad debt
provision
accrued 276132484.50 73562028.55 349694513.05
based on
portfolios
Total 442571886.68 78269996.90 520841883.58
Significant withdrawal or reversal amount of provision for bad debts in the current period:
□Applicable √Non-applicable
(4). Accounts receivable actually written off in the current period
□Applicable√Non-applicable
Unit：Yuan Currency：RMB
Particulars about significant accounts receivable written off
□Applicable √Non-applicable
Notes to accounts receivable written off:
□Applicable √Non-applicable
(5). Accounts receivable of the top five closing balances collected by debtors
√Applicable □Non-applicable
Unit：Yuan Currency：RMB
Percentage
of total
Ending ending
Name of Ending balance of balance Ending balance of balance of Ending balance
Entity accounts of accounts receivable accounts of provision forreceivable contract and contract assets receivable bad debts
assets and
contract
assets (%)
No.1 1236025681.09 1236025681.09 17.79 61801284.05
No.2 864808958.06 864808958.06 12.45 43240447.90
No.3 479244550.55 479244550.55 6.90 23962227.53
No.4 354403867.48 354403867.48 5.10 17720193.37
No.5 233402400.92 233402400.92 3.36 11670120.05
Total 3167885458.10 3167885458.10 45.60 158394272.90
Other notes:
□Applicable √Non-applicable
6. Contract assets
(1). Status of contract assets
□Applicable √Not Applicable
(2). Amounts and reasons for significant changes in book value during the reporting period
□Applicable √Not applicable
206 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(3). Disclosure by provision for bad debt
□Applicable √Not applicable
Provision for bad debts is made on a single item basis:
□Applicable √Not applicable
Note to bad debt provisioning by individual item:
□Applicable √Not applicable
Provision for bad debts by portfolio:
□Applicable √Not applicable
Provision for bad debts based on general model of expected credit losses.□Applicable √Not applicable
Note to significant changes in the carrying amount of contract assets for which a change in the
allowance for losses has occurred during the period:
□Applicable √Not Applicable
(4). Provision for bad debts on contract assets for the current period
□Applicable √Not applicable
Of which the amount of bad debt provision recovered or reversed during the period is significant:
□Applicable √Not applicable
(5). Contract assets actually written off during the period
□Applicable √Not applicable
Of which significant contract assets written off
□Applicable √Not applicable
Description of contract assets written off:
□Applicable √Not applicable
Other notes:
□Applicable √Not Applicable
7. Receivables financing
(1).Presentation of receivables financing classifications
√Applicable □Not Applicable
Unit：Yuan Currency：RMB
Item Balance at the End of the Balance at the Beginning of thePeriod Period
Notes receivable 2659789309.01 1039933314.87
Accounts receivable
Total 2659789309.01 1039933314.87
(2).Receivable financing pledged by the company at the end of the period
√Applicable □Not Applicable
Unit：Yuan Currency：RMB
Item Amount pledged at the end of the period
207 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Bank Acceptance Notes 1315399958.40
Commercial Acceptance Notes
Total 1315399958.40
(3).The Company's receivable financing that has been endorsed or discounted and is not due on the
balance sheet date at the end of the period
√Applicable □Not Applicable
Unit：Yuan Currency：RMB
Total Amounts derecognized at the end Amounts not derecognized at theof the period end of the period
Bank Acceptance Notes 2211234460.82
Commercial Acceptance Notes
Total 2211234460.82
208 / 352Ningbo Tuopu Grouip Co. Ltd. Annual Report
2024
(4).Disclosure by provision for bad debts
√Applicable □Non-applicable
Unit：Yuan Currency：RMB
Balance at the End of the Period Balance at the Beginning of the Period
Book Balance Bad Debt Provision Book Balance Bad Debt Provision
Category (%) Accrued Accrued
Amount Percentage Amount Proportion Book Value Amount Percentage(%) Amount Proportion
Book Value
(%)(%)(%)
Bad debt
provision
accrued
based on
single item
Including:
Bad debt
provision
accrued 1315399958.40 100.00 1315399958.40 1040142093.70 100.00 208778.83 0.02 1039933314.87
based on
portfolios
Including
Portfolio 1:
bank
acceptance 1315399958.40 100.00 1315399958.40 1035966517.17 99.60 1035966517.17
notes
Portfolio 2:
commercial
acceptance 4175576.53 0.40 208778.83 5.00 3966797.70
notes
Total 1315399958.40 / / 1315399958.40 1040142093.70 / 208778.83 / 1039933314.87
209 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Provision for bad debts is made on an individual basis:
□Applicable √Not Applicable
Explanation of provision for bad debts by individual item:
□Applicable √Not applicable
Provision for bad debts by portfolio:
□Applicable √Not applicable
Provision for bad debts based on general model of expected credit losses.□Applicable √Not applicable
Note to significant changes in the carrying amount of receivables financing for which changes in the
allowance for losses occurred during the period:
□Applicable √Not Applicable
(5).Provision for bad debts
√Applicable □Not applicable
Unit：Yuan Currency：RMB
Balance at the Amount Changed in the Current Period Balance at
Category Beginning of
the Period Provision
Withdrawal or Other the End of
Reversal Write-off Changes the Period
Bank
acceptance
notes
Commercial 208778.83 208778.83
acceptance
notes
Total 208778.83 208778.83
Of which the amount of bad debt provision recovered or reversed during the period is significant:
□ Applicable √ Not applicable
(6).Receivables financing actually written off during the period
□ Applicable √ Not applicable
Of which significant write-offs of receivables financing:
□ Applicable √ Not applicable
Note to write-offs:
□ Applicable √ Not applicable
(7).Changes in receivables financing increase or decrease during the period and changes in fair value:
√Applicable □Not applicable
Unit：Yuan Currency：RMB
Item Balance at the Increase in the Derecognition Other Balance at the
End of Previous Current Period in the Current Changes End of the
Year Period Period
Bank
Acceptan 1035966517.17 9366806173.74 7742983381.90 2659789309.01
ce Notes
Commerc 3966797.70 1597176.16 5772752.69 208778.83
210 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
ial
Acceptan
ce Notes
Total 1039933314.87 9368403349.90 7748756134.59 208778.83 2659789309.01
(8).Other notes:
□ Applicable √ Not applicable
8. Prepayments
(1). Presentation of prepayments by age
√Applicable □Non-applicable
Unit：Yuan Currency：RMB
Age Balance at the End of the Period Balance at the Start of the PeriodAmount Percentage(%) Amount Percentage(%)
Within 1 year 161820343.87 96.69 111225475.06 95.54
1-2 years 3597819.82 2.15 2307879.19 1.98
2-3 years 658910.81 0.39 1248987.46 1.08
Over 3 years 1286519.16 0.77 1631882.03 1.40
Total 167363593.66 100.00 116414223.74 100.00
(2). Particulars of prepayments of the top five closing balances by prepayment parties
√Applicable □Non-applicable
Unit：Yuan Currency：RMB
Proportion
in total
Name of Entity balance ofBalance at the end of the period
prepayments
at the end of
the period
Yunnan Aluminum Co. Ltd. 15569787.62 9.30
Ningbo Hangzhou Bay China
Resources Gas Co. Ltd. 10859961.08 6.49
State Grid Zhejiang Electric
Power Co. Ltd. Ningbo Power 6331614.42 3.78
Supply Company
GLOBAL GLORY GROUP
LIMITED 5042137.29 3.01
Xiangtan Desheng Energy
Electricity Distribution and Sales 2223986.48 1.33
Co. Ltd.Total 18158630.34 23.91
Other notes:
□Applicable √Non-applicable
9. Other receivables
Presentation of items
√Applicable □Non-applicable
211 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Unit：Yuan Currency：RMB
Item Balance at the end of the period Balance at the beginning of theperiod
Interest receivable
Dividend receivable
Other Receivables 80413358.88 89762378.31
Total 80413358.88 89762378.31
Other Notes:
□Applicable √Non-applicable
Interest receivable
(1).Classification of interest receivable
□Applicable √Not applicable
(2).Significant overdue interest
□Applicable √Not applicable
(3).Disclosure by bad debt accrual method
□Applicable √Not applicable
Provision for bad debts is made on a single item basis:
□Applicable √Not applicable
Note to bad debt provisioning by individual item:
□Applicable √Not applicable
Provision for bad debts by portfolio:
□Applicable √Not applicable
(4).Provision for bad debts based on general model of expected credit losses.
□Applicable √Not applicable
Note to significant changes in the carrying amount of interest receivable for which changes in the
allowance for losses occurred during the period:
□Applicable √Not applicable
(5).Provision for bad debts
□Applicable √Not applicable
Of which the amount of bad debt provision recovered or reversed during the period is significant:
□Applicable √Not applicable
(6).Actual write-off of interest receivable during the period
□Applicable √Not applicable
Of which significant write-off of interest receivable
□Applicable √Not applicable
Note to write-offs:
□Applicable √Not applicable
Other notes:
212 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
□Applicable √Not applicable
Dividends receivable
(1).Dividends receivable
□Applicable √Not applicable
(2).Significant dividends receivable with an age of more than 1 year
□Applicable √Not applicable
(3).Disclosure by bad debt accrual method
□Applicable √Not applicable
Provision for bad debts is made on a single item basis:
□Applicable √Not applicable
Note to bad debt provision by individual item:
□Applicable √Not applicable
Provision for bad debts by portfolios:
□Applicable √Not applicable
(4).Provision for bad debts based on the general model of expected credit losses
□Applicable √Not applicable
Note to significant changes in the carrying amount of dividends receivable for which changes in the
allowance for losses occurred during the period:
□Applicable √Not applicable
(5).Provision for bad debt
□Applicable √Not applicable
Of which the amount of bad debt provision recovered or reversed during the period is significant:
□Applicable √Not applicable
(6).Dividends receivable actually written off during the period
□Applicable √Not applicable
Dividends receivable written off of which the amount is significant:
□Applicable √Not applicable
Note to write-offs:
□Applicable √Not applicable
Other notes:
□Applicable √Not applicable
Other receivables
(7). Disclosure by age
√Applicable □Not applicable
Unit：Yuan Currency：RMB
213 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Age Book Balance at the End of the Book Balance at the BeginningPeriod of the Period
Within 1 year
Including: sub-item within 1 year
Within 1 year 52178692.29 50731522.57
Subtotal within 1 year 52178692.29 50731522.57
1 to 2 years 20467619.09 35362927.22
2 to 3 years 11209325.76 11647415.88
Over 3 years 11440540.04 3969015.68
3 to 4 years
4 to 5 years
Over 5 years 1480036.20 988401.00
Total 96776213.38 102699282.35
(8). Categorized by nature of funds
√Applicable □Non-applicable
Unit：Yuan Currency：RMB
Nature of Funds Book balance at the end of the Book balance at the beginningperiod of the period
Petty cash funds 7448295.52 6027386.91
Security deposits 74000178.55 73765967.01
Others 15327739.31 22905928.43
Total 96776213.38 102699282.35
(9). Particualrs of bad debt provision
√Applicable □Non-applicable
Unit：Yuan Currency：RMB
Phase 1 Phase 2 Phase 3
Expected Expected credit Expected creditBad debt credit loss in loss throughout the loss throughout theprovision duration (no credit duration (credit Totalthe next 12
months impairment impairment hasoccurred) occurred)
Balance on
January 1 2024 12936904.04 12936904.04
Balance of the
current period on
January 1 2024
--Transfer to
Phase 2
--Transfer to
Phase 3
--Transfer to
Phase 2
--Transfer to
Phase 1
Provision made
in the current 3425950.46 3425950.46
period
Reversal in the
current period
Write-off in the
current period
214 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Write-off in the
current period
Other changes
Balance on
December 31 16362854.50 16362854.50
2024
Notes to significant changes in the book balance of other receivables that have changed in the current
period:
□Applicable √Non-applicable
Amount of bad debt provision in the current period and the basis for assessing whether the credit risk of
financial instruments has increased significantly:
□Applicable √Non-applicable
(10). Particualrs of bad debt provision
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Balance at the Amount Changed in the Current Period Balance at the
Category Beginning of Other End of the
the Period Provision Withdrawalor Reversal Write-off
Chang
es Period
Accounts
receivable
with bad
debt
accrued 12936904.04 3425950.46 16362854.50
based on
aging
portfolio
Total 12936904.04 3425950.46 16362854.50
Bad debt provision in the current period with significant amount of withdrawal or reversal:
□Applicable √Non-applicable
(11). Particulars of other receivables actually written off in the current period
□Applicable √Non-applicable
Particulars about significant other receivables written off:
□Applicable √Non-applicable
Note to other receivables written off:
□Applicable √Non-applicable
(12). Particulars of other receivables of the top five closing balances collected by debtors
√Applicable □Non-applicable
Unit： Yuan Currency： RMB
215 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Proporti
on in
total
other Balance ofBalance at the bad debt
Name of Unit end of the receiva Nature of Agin provision at
period bles at fundsthe end g the end of
of the the period
period
(%)
Avalon Risk Management Deposits and 1641176.5
Insurance Ag 16533320.00 17.08 guarantees Note 0
Development and Management
Administration Committee of Deposits and 3-4 5705091.0
Ningbo Hangzhou Bay New 9508485.00 9.83 guarantees years 0
Area
DGE-RE 7R IMMOBILIEN
UNTERNEHMERGESELLSC 7651175.60 7.91 Deposits and 2-3 2295352.6
HAFT guarantees years 8
With
Arca Star Solutions Co. Ltd. 7188400.00 7.43 Deposits andguarantees in 1 359420.00year
Wuhu Chery Technology Co. With
Ltd. 5000000.00 5.17
Deposits and
guarantees in 1 250000.00year
Total 45881380.60 47.42 / / 10251040.18
Note: The amount within 1 year is RMB 243110.00 the amount due within 1-2 years is RMB
16290210.00.
(13). Presented in other receivables due to centralized management of funds
□Applicable √Non-applicable
Other notes:
□Applicable √Non-applicable
216 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
10. Inventories
(1). Category of inventories
√Applicable □Non-applicable
Unit：Yuan Currency：RMB
Balance at the End of the Period Balance at the Start of the Period
Inventory depreciation Inventory
Item Book Balance provision or contract
depreciation provision
performance cost Book Value Book Balance or contract Book Value
impairment provision performance costimpairment provision
Raw materials 528153187.04 13290729.08 514862457.96 417047432.46 3749418.34 413298014.12
WIPs 986169511.05 6789984.73 979379526.32 873843603.34 6041797.88 867801805.46
Finished goods 1369856755.92 49852983.64 1320003772.28 1274079073.65 50752108.46 1223326965.19
Revolving materials 26385075.05 26385075.05 28925666.14 28925666.14
Consumptive
biological assets
Contract performance
cost
Delivered goods 1238406560.04 78979232.66 1159427327.38 772568717.76 61079363.56 711489354.20
Total 4148971089.10 148912930.11 4000058158.99 3366464493.35 121622688.24 3244841805.11
(2). Data Resources Recognized as Inventory
□Applicable √Non-applicable
Unit：Yuan Currency：RMB
Balance at the Increase in the Current Period Decrease in the Current PeriodItem Reversal or Balance at the EndStart of the Period Accrued Others Write-off Others of the Period
Raw materials 3749418.34 11270988.69 1729677.95 13290729.08
WIPs 6041797.88 3916273.69 3168086.84 6789984.73
Finished goods 50752108.46 17534600.55 18433725.37 49852983.64
217 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Revolving materials
Consumptive biological assets
Contract performance cost
Delivered goods 61079363.56 25536745.26 7636876.16 78979232.66
Total 121622688.24 58258608.19 30968366.32 148912930.11
Reasons for reversal or write-off of provision for decline in value of inventories during the period
√ Applicable □ Not applicable
After the provision for decline in value of inventories has been made if the factors affecting the previous write-down of the value of inventories have disappeared
resulting in the net realizable value of inventories being higher than the book value the provision for decline in value of inventories will be reversed to the extent of
the amount of provision for decline in value of inventories originally made and the reversal will be recognized in the gain or loss of the current period
Provision for decline in value of inventories by portfolio
√Applicable □Not applicable
Unit：Yuan Currency：RMB
End of the period Beginning of the period
Name of the portfolio Accrual proportion
Accrual
Book balance Falling price reserves of falling price Book balance Falling price reserves proportion of
reserves (%) falling pricereserves (%)
Within 1 year 3970584341.43 37482309.99 0.94 3166420501.17 22425432.86 0.71
Over 1 year 178386747.67 111430620.12 62.47 200043992.18 99197255.38 49.59
Total 4148971089.10 148912930.11 3366464493.35 121622688.24
Provisioning criteria for provision for decline in value of inventories by portfolio
√Applicable □Not applicable
For inventories with an age of more than one year and corresponding to the relevant models that have ceased production the net realizable value is zero; for other
inventories the net realizable value is the estimated selling price less estimated selling expenses and related taxes.
218 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(3). Notes to the balance at the end of the inventory period with the capitalized amount of borrowing
costs
□Applicable √Non-applicable
(4). Notes to the amortized amount in the current period of contract performance cost
□Applicable √Non-applicable
Other Notes:
□Applicable √Non-applicable
11. Held-for-sale assets
□Applicable √Non-applicable
12. Non-current assets due within one year
□Applicable √Non-applicable
Debt investments maturing within one year
□Applicable √Non-applicable
Other debt investments due within one year
□Applicable √Non-applicable
(1) Other debt investments due within one year
□Applicable √Non-applicable
Changes in impairment provisions for other debt investments due within one year
□Applicable √Non-applicable
(2) Other significant debt investments due within one year at the end of the period
□Applicable √Non-applicable
(3) Impairment Provision Status
□Applicable √Non-applicable
Explanation of significant changes in the book balance due to changes in the provision for losses in
the current period:
□Applicable √Non-applicable
The provision for impairment in this period and the basis for evaluating whether the credit risk of
financial instruments has significantly increased
□Applicable √Non-applicable
(4) Actual write off of other debt investments due within one year in this period
□Applicable √Non-applicable
Important other debt investments due within one year and their write-off status
□Applicable √Non-applicable
Explanation on the write off of other debt investments due within one year:
□Applicable √Non-applicable
Other notes:
□Applicable √Non-applicable
219 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
13. Other current assets
√Applicable □Non-applicable
Unit：Yuan Currency：RMB
Item Balance at the End of the Balance at the Beginning ofPeriod the Period
Contract acquisition cost
Return cost receivable
VAT input tax to be deducted 275403188.90 274192305.55
Advance payment of corporate 12062168.03 9730304.44
income tax
Advance payment of other taxes 102296.82 2249.26
Total 287567653.75 283924859.25
14. Debt investments
(1). Particulars of debt investments
□Applicable √Not applicable
Changes in provision for impairment of debt investments during the period
□Applicable √Not applicable
(2). Significant debt investments at the end of the period
□Applicable √Not applicable
(3). Provision for impairment
□Applicable √Not applicable
Note to significant changes in the carrying amount of debt investments for which changes in provision
for losses occurred during the period:
□Applicable √Not applicable
Amount of provision for impairment for the current period and the basis adopted for assessing whether
there is a significant increase in the credit risk of financial instruments:
□Applicable √Not applicable
(4). Actual write-off of debt investments during the period
□Applicable √Not applicable
Particulrs on write-off of significant debt investments
□Applicable √Not applicable
Note to write-off of debt investments:
□Applicable √Not applicable
Other notes:
□Applicable √Not applicable
15. Other debt investments
(1). Other debt investments
□Applicable √Not applicable
220 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Changes in provision for impairment of other debt investments during the period
□Applicable √Not applicable
(2). Significant other debt investments at the end of the period
□Applicable √Not applicable
(3). Provision for impairment
□Applicable √Not applicable
Note to significant changes in the carrying amount of other debt investments for which changes in
provision for losses occurred during the period:
□Applicable √Not applicable
Amount of provision for impairment for the current period and the basis adopted for assessing whether
there is a significant increase in the credit risk of the financial instruments:
□Applicable √Not applicable
(4). Other debt investments actually written off during the period
□Applicable √Not applicable
Write-off of significant other debt investments during the period
□Applicable √Not applicable
Note to write-off of other debt investments:
□Applicable √Not applicable
Other notes:
□Applicable √Not applicable
16. Long-term receivables
(1). Long-term receivables
□Applicable √Not applicable
(2). Disclosure by bad debt accrual
□Applicable √Not applicable
Provision for bad debts is made on a single item basis:
□Applicable √Not applicable
Note to bad debt provisioning on a single item basis:
□Applicable √Not applicable
Provision for bad debts by portfolio:
□Applicable √Not applicable
(3). Provision for bad debts based on general model of expected credit losses
□Applicable √Not applicable
Note to significant changes in the carrying amount of long-term receivables for which changes in the
allowance for losses occurred during the period:
□Applicable √Not applicable
Amount of provision for bad debts for the current period and the basis adopted for assessing whether
221 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
there is a significant increase in the credit risk of financial instruments
□Applicable √Not applicable
(4). Provision for bad debts
□Applicable √Not applicable
Of which the amount of bad debt provision recovery or reversal for the current period is significant:
□Applicable √Not applicable
(5). Long-term receivables actually written off during the period
□Applicable √Not applicable
Of which significant long-term receivables written off
□Applicable √Not applicable
Note to long-term receivables written off:
□Applicable √Not applicable
Other notes
□Applicable √Not applicable
222 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
17. Long-term equity investments
(1).Particulars on long-term equity investments
√Applicable □Not applicable
Unit： Yuan Currency： RMB
Decrease/Increase in the current period
Balan
ce of
Adjustm impair
Invested Balance at theBeginning of Invest Inves
Investment profit
and loss ent on Other
Cash Provisio Balance at the ment
Entity ment tment other changes in dividends or n for End of the provisthe Period Increas Decre recognized underthe equity method compreh equity
profit declared impairm Others Period ion at
ed ased ensive to distribute ent the
income accrued end ofthe
period
I. Joint ventures
Tuopu
Electrical
Appliances 99109088.70 47623595.49 50000000.00 96732684.19
Co. Ltd.Ningbo
Borgers
Tuopu
Automobile 40532358.76
19005-1766346.87-57771379.52391.41
Parts Co.Ltd.Subtotal 139641447.46 19005 45857248.62 50000000.00 -57771379.52 391.41 96732684.19
II. Affiliates
Subtotal
Total 139641447.46 19005379.52 45857248.62 50000000.00
-57771
391.4196732684.19
223 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(2).Particulars on impairment test of long-term equity investments
□Applicable √Non-applicable
Other notes:
As of December 31 2024 there was no indication of impairment for the Company's foreign
investment in joint ventures and therefore no impairment test was performed.Recoverable amount determined as fair value less costs of disposal
□Applicable √Not applicable
Recoverable amount determined as present value of estimated future cash flows
□Applicable √Not applicable
Reasons for material inconsistencies between current and prior-year impairment test Assumptions
or external data
□Applicable √Not applicable
Reasons for Material Discrepancies Between Prior-Year Impairment Test Assumptions and
Current Actual Conditions
□Applicable √Not applicable
18. Other equity instrument investments
(1). Particulars of other equity instrument investments
□Applicable √Non-applicable
(2). Note to the existence of derecognition during the period
□Applicable √Non-applicable
Other notes
□Applicable √Non-applicable
19. Other non-current financial assets
Other notes
□Applicable √Non-applicable
Other notes:
Other notes
□Applicable √Non-applicable
20. Investment property
Measurement options of investment property
(1). Investment properties measured by cost method
Unit: Yuan Currency: RMB
Item Buildings and Land use Projects underconstructions rights Construction Total
I . Original book value
1. Balance at the
beginning of the period 44143733.52 6689012.00
50832745.52
2. Increased in the
Current Period
(1) Purchase
(2) Transfer-in of
224 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Inventory\Fixed
assets\Construction in
progress
(3) Increase from
business combination
3. Decreased in the
Current Period
(1) Disposal
(2) Other Transfer-out
4. Balance at the end of
the period 44143733.52 6689012.00 50832745.52
II. Accumulated Depreciation and Amortization
1. Balance at the
beginning of the period 24890821.98 2962831.99 27853653.97
2. Increased in the
Current Period 1986468.01 160536.29 2147004.30
(1) Accrual or
Amortization 1986468.01 160536.29 2147004.30
3. Decreased in the
Current Period
(1) Disposal
(2) Other transfer-out
4. Balance at the end of
the period 26877289.99 3123368.28 30000658.27
III. Provision for Impairment
1. Balance at the
beginning of the period
2. Increased in the
Current Period
(1) Accrual
3. Decreased in the
Current Period
(1) Disposal
(2) Other Transfer-out
4. Balance at the end of
the period
IV. Book value
1. Book value at the end
of the period 17266443.53 3565643.72 20832087.25
2. Book value at the
beginning of the period 19252911.54 3726180.01 22979091.55
(2). Particulars of investment property without the property right certificate granted
□Applicable √Non-applicable
(3). Impairment test of investment properties using the cost measurement model
□Applicable √Non-applicable
Other notes:
□Applicable √Non-applicable
Recoverable amount determined as fair value less costs of disposal
□Applicable √Non-applicable
225 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Recoverable amount determined as present value of estimated future cash flows
□Applicable √Non-applicable
Reasons for material inconsistencies between current and prior-year impairment test assumptions
or external data
□Applicable √Non-applicable
Reasons for material discrepancies between prior-year impairment test assumptions and current
actual conditions
□Applicable √Non-applicable
Other notes:
□Applicable √Non-applicable
21. Fixed assets
Presentation of items
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Balance at the end of the Balance at the beginning ofperiod the period
Fixed assets 13684596301.61 11518327615.38
Disposal of fixed assets
Total 13684596301.61 11518327615.38
Other notes:
□Applicable √Non-applicable
226 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Fixed assets
(1).Particulars on fixed assets
√Applicable □Non-applicable
Unit： Yuan Currency： RMB
Buildings
Item Houses and
Machinery photovoltaic
buildings Means of transportation and Office equipment and others
for
equipment commercial
engineering Total
use projects
I . Original book value:
1.Balance at
the beginning of 4592213418.68 10625086220.88 41932295.3 68200328.82 290246020.06 3 144838446.00 15762516729.77
the period
2. Increased
in the Current 432811587.98 2981608908.93 10394892.45 39571845.60 237043936.37 3701431171.33
Period
（1）1028533.59472734712.708442168.6227187663.27509393078.18
Purchase
（2）
Transfer-in of 427489028.31 2483118247.25 11560035.18 237043936.37 3159211247.11
project under
construction
（3）
Increase from 4294026.08 25755948.98 1952723.83 824147.15 32826846.04
business
combination
3.Decreased
amount in the 3670497.48 110108100.34 3448297.40 6103675.10 123330570.32
Current Period
（1）
Disposal or 3670497.48 110108100.34 3448297.40 6103675.10 123330570.32
scrapping
4. Balance at 5021354509.18 13496587029.47 48878890.3 323714190.56 68200328.8 381882382.37 19340617330.78
227 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
the end of the 7 3
period
II. Accumulated Depreciation
1. Balance at the
beginning of the 753932863.11 3296106717.48 24374512.79 156653650.45 7030210.64 6091159.92 4244189114.39
period
2. Increased in the
Current Period 216691177.83 1222323447.91 8062046.34 28714292.02 1662622.33 13218822.58 1490672409.01
(1) Accrual 214906838.47 1211306168.45 6374053.34 28101014.99 1662622.33 13218822.58 1475569520.16
(2)Business
Combination 1784339.36 11017279.46 1687993.00 613277.03 15102888.85
Increase
3.Decreased
amount in the 2531148.05 70671127.32 3067651.93 2570566.93 78840494.23
Current Period
（1）
Disposal or 2531148.05 70671127.32 3067651.93 2570566.93 78840494.23
scrapping
4.Balance at
the end of the 968092892.89 4447759038.07 29368907.20 182797375.54 8692832.97 19309982.50 5656021029.17
period
III. Provision for Impairment
1. Balance at
the beginning of
the period
2. Increased in
the Current Period
(1)
Accrual
3. Decreased in
the Current Period
（1）
Disposal or
scrapping
4. Balance at
228 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
the end of the
period
IV. Book value
1.Book value
at the end of the 4053261616.29 9048827991.40 19509983.1 140916815.02 59507495.87 6 362572399.87 13684596301.61
period
2. Book
value at the
beginning of the 3838280555.57 7328979503.40
17557782.5
3133592369.61
61170118.1
9138747286.0811518327615.38
period
229 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(2).Particulars of temporarily idle fixed assets
□Applicable √Non-applicable
(3).Particulars of fixed assets rented under financial leasing
□Applicable √Non-applicable
(4).Particulars of fixed assets without property right certificate granted
√Applicable □Non-applicable
Unit：Yuan Currency：RMB
Item Book Value Reason for non-granted propertyright certificate
Houses and buildings 491054887.31 Pending
(5).Impairment test of fixed assets
□Applicable √Non-applicable
Other notes:
□Applicable √Non-applicable
Recoverable amount determined as fair value less costs of disposal
□Applicable √Non-applicable
Recoverable amount determined as present value of estimated future cash flows
□Applicable √Non-applicable
Reasons for material inconsistencies between current and prior-year impairment test assumptions
or external data
□Applicable √Non-applicable
Reasons for material discrepancies between prior-year impairment test assumptions and current
actual conditions
□Applicable √Non-applicable
Other notes:
□Applicable √Non-applicable
Disposal of fixed assets
□Applicable √Non-applicable
22. Project under construction
Presentation of items
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Balance at the End of the Balance at the Beginning of thePeriod Period
Project under construction 2284619095.64 2999617867.21
Construction supplies and
materials
Total 2284619095.64 2999617867.21
Other notes:
□Applicable √Non-applicable
230 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Project under construction
(1).Particulars on project under construction
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Balance at the end of the period Balance at the beginning of the period
Item Book Balance Provision for Book value Book Balance Provision fordecline in value decline in value Book value
Equipment and software 1204150356.00 1204150356.00 2243955143.40 2243955143.40
installation project
Tools under fabrication 134761787.74 134761787.74 123931701.82 123931701.82
Huzhou Tuopu project 18224356.17 18224356.17 32669447.24 32669447.24
Skateboard Chassis Project 257106919.85 257106919.85 55006264.64 55006264.64
Parent company project 503244.16 503244.16 219377.88 219377.88
Ningbo Qianhui Project 834597.60 834597.60
Tuopu EV Project 452283.19 452283.19
Anhui Tuopu project 100655085.19 100655085.19
Tuopu Poland Project 39829470.28 39829470.28 45903374.46 45903374.46
Tuopu Photovoltaic 106205202.98 106205202.98
Technology (Hangzhou Bay)
Project
Tuopu Photovoltaic 6413011.85 6413011.85
Technology (Jinhua) Project
Tuopu Photovoltaic 29159790.00 29159790.00
Technology (Ningbo Yinzhou)
Project
Tuopu Photovoltaic 2434216.41 2434216.41
Technology (Taizhou) Project
Tuopu Photovoltaic 7450367.54 7450367.54
Technology (Wuhan) Project
Tuopu Photovoltaic 19784124.40 19784124.40
Technology (Xiangtan)
Project
Tuopu America project 16776791.11 16776791.11
231 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Tuopu Mexico Project 270811498.02 270811498.02 8528146.96 8528146.96
Taizhou Tuopu project 760550.45 760550.45
Xi’an Tuopu project 24788874.02 24788874.02 8614686.36 8614686.36
Yuxiang Zhixing Project 184010037.90 184010037.90 97650602.44 97650602.44
Chongqing Chassis Project 133655760.39 133655760.39 108989892.40 108989892.40
Total 2284619095.64 2284619095.64 2999617867.21 2999617867.21
(2).Changes in significant construction in progress during the current period
√Applicable □Non-applicable
Project Includin
Transfer Other accumulati g:Balance ve Accumulat capitaliz Capitalizati
at the Increase amounts amounts Balance on rate of
Item Budget Start of d in the of fixed decreas at the End
investment Project ed ed the interest
Capital
the current assets in ed in of the
as a
percentage progress
capitalized interest in the Source
Period period this current Period
interest amount
of the amount in the currentperiod period budget current period (%)
(%) period
Equipme
nt and Under Self-fund
software 2243955143 1431293776 2331052210 65780870. 1278415839.40 .32 .07 21 .44 constructi ed or
installatio on raised
n project
Tuopu Self-fund
EV 1300000000 Complete.00 452283.19 53432498.69 53884781.88 99.55 ed or
Project d raised
Skateboar Under Self-fund
d Chassis 1250000000 55006264.64 245251961.2.00 9 43151306.08
257106919.8
5 63.75 constructi ed or
Project on raised
Yuxiang Under Self-fund
Zhixing 300000000.00 97650602.44 86359435.46
184010037.9
0 61.34 constructi ed or
Project on raised
232 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Tuopu Under
Poland 250000000.0 Self-fund0 45903374.46 4240530.90 10314435.08 39829470.28 87.56 constructi
Project on ed
Chongqin Under Self-fund
g Chassis 220000000.0 108989892.40 0 72633486.83
176315590.0
7 5307789.16 82.56 constructi ed or
Project on raised
Tuopu
Photovolt
aic
Technolo 220000000.0 106205202.9 145769619.6 Complete Self-fund
gy 0 8
39564416.67 5 90.10 d ed
(Hangzho
u Bay)
Project
Xi’an Under
Tuopu 130000000.0 Self-fund0 8614686.36 70256675.45 78871361.81 60.67 constructi
project on ed
Huzhou Under Self-fund
Tuopu 150000000.00 32669447.24 60885218.61 75330309.68 18224356.17 62.37 constructi ed or
project on raised
Anhui Under Self-fund
Tuopu 200000000.0 100655085.10 9 39592525.32
140247610.5
1 70.12 constructi ed or
project on raised
Tuopu Under Self-fund
Mexico 500000000.0 280465496.10 6 9653998.14
270811498.0
2 56.09 constructi ed or
Project on raised
Total 2800101982 2383976021 2985719861 65780870. 2132577272.30 .70 .16 21 .63 / / / /
Unit: Yuan Currency: RMB
233 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(1).Provision for impairment of construction in progress in the current period
□Applicable √Non-applicable
(2).Impairment test of project under construction
□Applicable √Non-applicable
Other notes:
□Applicable √Non-applicable
Recoverable amount determined as fair value less costs of disposal
□Applicable √Non-applicable
Recoverable amount determined as present value of estimated future cash flows
□Applicable √Non-applicable
Reasons for material inconsistencies between current and prior-year impairment test assumptions
or external data
□Applicable √Non-applicable
Reasons for material discrepancies between prior-year impairment test assumptions and current
actual conditions
□Applicable √Non-applicable
Other notes:
□Applicable √Non-applicable
Construction materials and supplies
（5）. Particulars on construction materials and supplies
□Applicable √Non-applicable
23. Productive biological assets
(1). Productive biological assets measured at cost
□Applicable √Non-applicable
(2). Impairment test of productive biological assets using the cost measurement
□Applicable √Non-applicable
Recoverable amount determined as fair value less costs of disposal
□Applicable √Non-applicable
Recoverable amount determined as present value of estimated future cash flows
□Applicable √Non-applicable
Reasons for material inconsistencies between current and prior-year impairment test assumptions
or external data
□Applicable √Non-applicable
Reasons for material discrepancies between prior-year impairment test assumptions and current
actual conditions
□Applicable √Non-applicable
234 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(3). Productive biological assets measured at fair value
□Applicable √Non-applicable
Other notes
□Applicable √Non-applicable
24. Oil and gas assets
(1) Particulars on oil and gas assets
□Applicable √Non-applicable
(2) Impairment test of oil and gas assets
□Applicable √Non-applicable
Recoverable amount determined as fair value less costs of disposal
□Applicable √Non-applicable
Recoverable amount determined as present value of estimated future cash flows
□Applicable √Non-applicable
Reasons for material inconsistencies between current and prior-year impairment test assumptions
or external data
□Applicable √Non-applicable
Reasons for material discrepancies between prior-year impairment test assumptions and current
actual conditions
□Applicable √Non-applicable
25. Right-of-use assets
(1) Particulars on right-of-use assets
□Applicable √Non-applicable
Unit： Yuan Currency： RMB
Item Houses and buildings Total
I . Original book value
(1). Prior Year-End
Balance 395609526.26 395609526.26
(2). Increased in the Current
Period 291880753.97 291880753.97
--New leases 288139656.42 288139656.42
--Other 3741097.55 3741097.55
(3) Decreased in the Current
Period 44232434.28 44232434.28
--Disposal 38936749.35 38936749.35
--Other 5295684.93 5295684.93
(4). Balance at the end of
the period 643257845.95 643257845.95
II. Accumulated amortization
(1). Prior Year-End Balance 54986304.24 54986304.24
(2). Increased in the Current
Period 82607799.70 82607799.70
--Accrual 81976097.14 81976097.14
--Other 631702.56 631702.56
235 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(3).Decreased in the Current
Period 28596118.27 28596118.27
--Disposal 26474092.21 26474092.21
--Other 2122026.06 2122026.06
4. Balance at the end of the
period 108997985.67 108997985.67
III. Provision for Impairment
1. Balance at the beginning of
the period
2. Increased in the Current
Period
(1) Accrual
3. Decreased amount in the
Current Period
(1)Disposal
4. Balance at the end of the
period
IV. Book value
1.Book value at the end of the
period 534259860.28 534259860.28
2.Book value at the beginning
of the period 340623222.02 340623222.02
(2) Impairment test of right-of-use assets
□Applicable √Non-applicable
(3) Impairment test of right-of-use assets
□Applicable √Non-applicable
Recoverable amount determined as fair value less costs of disposal
□Applicable √Non-applicable
Recoverable amount determined as present value of estimated future cash flows
□Applicable √Non-applicable
Reasons for material inconsistencies between current and prior-year impairment test assumptions
or external data
□Applicable √Non-applicable
Reasons for material discrepancies between prior-year impairment test assumptions and current
actual conditions
□Applicable √Non-applicable
236 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
26. Intangible assets
(1). Particulars on intangible assets
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Land use rights Softwares Emissionrights Total
I . Original book value
1. Opening Balance 1425142792.01 156617424.52 1600879.51 1583361096.04
2. Increased in the Current Period 6253992.42 30097304.88 76792.38 36428089.68
(1) Purchase 6253992.42 28797604.13 76792.38 35128388.93
(2) Increase due to business
combination 1299700.75 1299700.75
3.Decreased amount in the Current
Period 10547577.01 196547.63 10744124.64
(1) Disposal 196547.63 196547.63
(2) Other 10547577.01 10547577.01
4. Balance at the end of the period 1420849207.42 186518181.77 1677671.89 1609045061.08
II. Accumulated amortization
1. Balance at the beginning of the
period 130605213.29 61064068.30 1550611.96 193219893.55
2. Increased in the Current Period 27449462.26 19114110.01 7662.59 46571234.86
(1) Accrual 27449462.26 18227066.26 7662.59 45684191.11
(2) Increase due to business
combination 887043.75 887043.75
3. Decreased amount in the 86416.18 178432.06 264848.24
Current Period
(1) Disposal 86416.18 178432.06
237 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
4. Balance at the end of the period 157968259.37 79999746.25 1558274.55 239526280.17
III. Provision for Impairment
1. Balance at the beginning of the
period
2. Increased in the Current Period
(1) Accrual
3. Decreased in the Current Period
(1) Disposal
4. Balance at the end of the period
IV. Book value
1.Book value at the end of the period 1262880948.05 106518435.52 119397.34 1369518780.91
2.Book value at the beginning of the 1294537578.72 95553356.22period 50267.55 1390141202.49
The proportion of intangible assets formed through in-house research and development to the balance of intangible assets at the end of the period was 0
238 / 352Ningbo Tuopu Group Co. Ltd. Annual
Report 2024
(2) Data resources confirmed as intangible assets
□Applicable √Non-applicable
(3) Land use rights without property ownership certificates
□Applicable √Non-applicable
(3) Impairment Testing of Intangible Assets
□Applicable √Non-applicable
Other notes:
□Applicable √Non-applicable
Recoverable amount determined as fair value less costs of disposal
□Applicable √Non-applicable
Recoverable amount determined as present value of estimated future cash flows
□Applicable √Non-applicable
Reasons for material inconsistencies between current and prior-year impairment test assumptions
or external data
□Applicable √Non-applicable
Reasons for material discrepancies between prior-year impairment test assumptions and current
actual conditions
□Applicable √Non-applicable
239 / 352Ningbo Tuopu Group Co. Ltd. Annual
Report 2024
28. Goodwill
(1). Original value of goodwill
√Applicable□Non-applicable
Unit: Yuan Currency: RMB
Increased in the Decreased in the
current period current period
Genera
Name of invested Balance at the ted
entity or matter beginning of the from Balance at the end
forming goodwill period busines Other Dispos Other of the period
s al
combin
ation
Zhejiang Towin 279645980.89
Suining Tuopu 279645980.89
Tuopu North America 1080371.29
Limited 1080371.29
Ningbo Qianhui 6058537.77 6058537.77
Chongqing Tuopu 565010.88 565010.88
Total 287349900.83 287349900.83
(2). Provision of impairment in goodwill
√Applicable□Non-applicable
Unit: Yuan Currency: RMB
Name of invested Balance at the Increased in the Decreased in the
entity or matter beginning of current period current period Balance at the
forming goodwill the period Accrual Other Disposal Other end of the period
Zhejiang Towin、
Suining Tuopu 78108305.34 78108305.34
Tuopu North 1080371.29
America Limited 1080371.29
Ningbo Qianhui 6058537.77 6058537.77
Chongqing Tuopu
Total 84166843.11 1080371.29 85247214.40
(3). Information about the asset group or combination of asset groups where the goodwill is a part
√Applicable□Non-applicable
Composition and
Name basis of the asset Operating segment Whether consistent withgroup or portfolio to and basis previous years
which it belongs
Long-term
operating assets of The operating
Asset portfolio of Zhejiang Towin and
segments are Zhejiang
Zhejiang Towin Suining Tuopu as
Towin and Suining
Suining Tuopu Chassis well as the goodwill
Tuopu based upon Yes
allocated to this the internal
asset group based organizational
upon the smallest structure
240 / 352Ningbo Tuopu Group Co. Ltd. Annual
Report 2024
combination of
assets capable of
generating
independent cash
flows.Long-term
operating assets of
Tuopu North
America Limited as The operating
well as the goodwill segments are Tuopu
Asset portfolio of allocated to this North America
Tuopu North America asset group based Limited based upon Yes
Limited upon the smallest the internal
combination of organizational
assets capable of structure
generating
independent cash
flows.Long-term
operating assets of
Ningbo Qianhui as
well as the goodwill The operating
allocated to this segments are Ningbo
Asset portfolio of asset group based Qianhui based upon
Ningbo Qianhui upon the smallest the internal Yes
combination of organizational
assets capable of structure
generating
independent cash
flows.Long-term
operating assets of
Chongqing Tuopu
(including its
wholly-owned The operating
subsidiary segments are
Hangzhou Tuopu) Chongqing Tuopu
Asset portfolio of as well as the
(including its
Chongqing Tuopu goodwill allocated
wholly-owned Yes
to this asset group subsidiary Hangzhou
based upon the Tuopu) based upon
smallest the internal
combination of organizational
assets capable of structure
generating
independent cash
flows.Change in asset group or combination of asset groups
□Applicable √Not applicable
Other notes
□Applicable √Not applicable
241 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(4). Specific determination of recoverable amount
Determination of recoverable amount as the net fair value less disposal costs
□Applicable √Not applicable
Determination of present value of recoverable amount as estimated future cash flows
√Applicable □Not applicable
Unit: Yuan Currency: RMB
Key parameters
Length of Key parameters in Basis for in the Determination
Recoverable Impairment years in the forecast determining the
stabilization basis for key
Item Book value amount amount the period (growth parameters in
period (growth
rates profit parameters inforecast rates profit the forecast margins the stabilizationperiod margins etc.) period discount rates period
etc.)
Key parameters Key parameters
are determined are determined
based on the based on the
CAGR of 3.49% macroeconomic Operating macroeconomic
in operating situation income growth situation
income from industry rate of 0% gross industryAsset portfolio of 2025 to 2029 development margin of developmentZhejiang Towin trends 18.83% and trends
Suining Tuopu 550002118.48 632000000.00 5 average gross
chassis business margin of
historical pre-tax discount historical
18.33% and annual rate of 13.22% annual
pre-tax discount operating for the operating
rate of 13.22% conditions and stabilization conditions andfuture period future
development development
plans of the plans of the
enterprise enterprise
Asset portfolio of 4724670.53 1136153.92 1080371.29 5 CAGR of 2.17% Key parameters Operating Key parameters
242 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Tuopu North in operating are determined income growth are determined
America Limited income from based on the rate of 0% gross based on the
2025to 2029 macroeconomic margin of macroeconomic
average gross situation 10.22% and situation
margin of industry pre-tax discount industry
10.22% and development rate of 15.29% development
pre-tax discount trends for the trends
rate of 15.29% historical stabilization historical
annual period annual
operating operating
conditions and conditions and
future future
development development
plans of the plans of the
enterprise enterprise
Key parameters Key parameters
are determined are determined
based on the based on the
CAGR of 5.00% macroeconomic Operating macroeconomic
in operating situation income growth situation
income from industry rate of 0% gross industrydevelopment development
Asset portfolio of 2025 to 2029 margin of 4.67%
Chongqing Tuopu 27647335.87 73346973.92 5 average gross
trends and pre-tax trends
margin of 4.67% historicalannual discount rate of
historical
and pre-tax 13.22% for the annual
discount rate of operating operating
13.22% conditions and
stabilization
period conditions andfuture future
development development
plans of the plans of the
enterprise enterprise
Total 582374124.88 706483127.84 1080371.29 / / / / /
243 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Reasons for differences between the foregoing information and information used in impairment tests in previous years or external information that is clearly
inconsistent with the information
□Applicable √Not applicable
Reasons for differences between the information used in the Company's impairment tests in previous years and the actual situation in the current year that are
obviously inconsistent
□Applicable √Not applicable
(5). Performance commitments and corresponding goodwill impairment
Performance commitments existed at the time of the formation of goodwill and the reporting period or the previous period of the reporting period was within the
performance commitment period.□Applicable √Not applicable
Other notes
□Applicable √Not applicable
28. Long-term prepaid expenses
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Balance at the beginning Increased in the Prepaid Expenses in Other Amounts Balance at the End ofof the period current period This Period Decreased the Period
Renovation cost
etc. 57533803.90 25358988.13 26861482.22 17706.49 56013603.32
Other 111564725.89 126343833.27 71984259.45 12342426.46 153581873.25
Total 169098529.79 151702821.40 98845741.67 12360132.95 209595476.57
29. Deferred income tax assets/deferred income tax liabilities
(1). Deferred income tax assets that are not written off
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Balance at the end of the period Balance at the beginning of the period
244 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Deductable temporary difference Deferred tax assets Deductable temporarydifference Deferred tax assets
Provision for
impairment of 687415939.24 156064901.25 580348774.48 132000760.12
assets
Unrealized
profits from
internal 176190876.23 48262422.77 152661213.35 37356680.93
transactions
Deductible
loss
Deferred
income 408021000.71 66018367.53 424223057.18 73625068.41
Transactional
financial assets 383273.84 57491.08
Lease
liabilities 568321864.64 160857969.30 344361800.01 93729723.27
Temporary
differences in
convertible 6680186.90 1002028.04
bonds
Total 1846629867.72 432205688.89 1501978118.86 336769723.81
(2). Deferred income tax liabilities that are not written off
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Balance at the end of the period Balance at the beginning of the period
Item Taxable temporary Deferred Income Tax Taxable temporary Deferred Income Tax
difference Liabilities difference Liabilities
Assessed appreciation of assets from
business combination of the companies 33500278.28 8375069.57 36815532.32 9203883.08
not under the same control
Changes in the fair value of other equity
245 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
instrument investments
Changes in the fair value of other debt
investments
Right-of-use assets 534259860.28 151245722.22 340623222.02 92510712.25
Accelerated depreciation of fixed assets 660810365.80 99121554.87 611948559.17 91792283.87
Temporary differences in convertible
bonds 52409376.44 7861406.47
Total 1228570504.36 258742346.66 1041796689.95 201368285.67
(3). Deferred income tax assets or liabilities presented by net amount after offset
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Amount of deferred tax Ending balance of deferred Amount of deferred tax Beginning balance of
Item assets and liabilities offset tax assets or liabilities after assets and liabilities offset deferred tax assets or
at end of period offsetting at beginning of period liabilities after offsetting
Deferred income tax assets 193079127.35 239126561.54 134530264.99 202239458.82
Deferred income tax liabilities 193079127.35 65663219.31 134530264.99 66838020.68
(4). Particulars on unrecognized deferred income tax asset
□Applicable √Non-applicable
(5). Deductible losses of unrecognized deferred income tax assets will expire in the following years
□Applicable √Non-applicable
Other notes:
□Applicable √Non-applicable
31. Other non-current assets
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Balance at the end of the period Balance at the beginning of the period
246 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Book balance Provision fordecline in value Book value Book balance
Provision for
decline in value Book value
Contract acquisition
cost
Contract performance
cost
Return cost receivable
Contract assets
Prepayments or
construction
equipment
Prepayment for
Engineering 219274564.68 219274564.68 292058305.82 292058305.82
Equipment
Total 219274564.68 219274564.68 292058305.82 292058305.82
247 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
31. Assets with restricted ownership or right to use
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
End of period Beginning of period
Item ConditionBook balance Book value Type of of Book balance Book value Type of
Condition
restriction restriction restriction
of
restriction
Monetary funds 45499260.99 45499260.99 Other Securitydeposit 541429058.76 541429058.76 Other
Security
deposit
Notes
Receivable 18160355.02 17252337.27 Pledge Pledge 482580085.17 480750837.88 Pledge Pledge
Inventories
Including:
data
resources
Fixed assets 913115117.42 586524641.09 Mortgage Mortgage 964846332.80 664318107.19 Mortgage Mortgage
Intangible assets 202898354.01 157092497.82 Mortgage Mortgage 215968916.82 167242044.27 Mortgage Mortgage
Including:
data
resources
Investment 8501803.54 Mortgage Mortgage
properties 24529646.86 7829710.33 Mortgage Mortgage 24529646.86
Receivables
financing 1315399958.40 1315399958.40 Pledge Pledge 438059635.51 438059635.51 Pledge Pledge
Total 2519602692.70 2129598405.90 / / 2667413675.92 2300301487.15 / /
248 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
32. Short-term loans
(1). Category of short-term loans
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Balance at the end of the period Balance at the beginning of theperiod
Pledge loan
Mortgage loan
Guaranteed loan
Credit loan 926000000.00 999000000.00
Unmatured interest 4632816.92 798705.09
Total 930632816.92 999798705.09
(2). Short-term loans that have been late for repayment
□Applicable √Non-applicable
Significant short-term loans that have been late for repayment:
□Applicable √Non-applicable
Other notes
□Applicable √Non-applicable
33. Transactional financial liabilities
□Applicable √Non-applicable
Other notes:
□Applicable √Non-applicable
34. Derivative financial liabilities
□Applicable √Non-applicable
35. Notes payable
(1). Presentation of notes payable
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Category Balance at the end of the period Balance at the beginning of theperiod
Commercial acceptance
notes
Bank acceptance notes 3198453321.20 2855691274.58
Total 3198453321.20 2855691274.58
36. Accounts payable
(1). Presentation of accounts payable
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Balance at the end of the Balance at the beginning of the
period period
249 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Within 1 year (including 1 6043390700.25 5220972897.01
year)
1-2 years (including 2 years) 63042986.41 156534365.52
2-3 years (including 3 years) 17048363.15 16867130.16
Over 3 years 16763096.44 12663168.61
Total 6140245146.25 5407037561.30
(2). Important accounts payable aged over 1 year
□Applicable √Non-applicable
Other notes:
□Applicable √Non-applicable
37. Advance receipts
(1). Presentation of advance receipts
□Applicable √Non-applicable
(2). Important accounts payable aged over 1 year
□Applicable √Non-applicable
(3). Amounts and reasons for significant changes in book value during the reporting period
□Applicable √Non-applicable
Other notes:
□Applicable √Non-applicable
38. Contract liabilities
(1).Particulars on contract liabilities
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Balance at the end of the period Balance at the beginning of theperiod
Within 1 year (including 1 14991138.57 11579301.98
year)
1-2 years (including 2 years) 769022.75 1010852.47
2-3 years (including 3 years) 1002402.76 1199952.64
Over 3 years 7499873.73 6300170.64
Total 24262437.81 20090277.73
(2).Significant contractual liabilities aged over 1 year
□Applicable √Non-applicable
(3).Amount and reason for significant change in the book value during the reporting period
□Applicable √Non-applicable
Other notes:
□Applicable √Non-applicable
250 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
39. Payroll payable
(1).Presentation of payroll payable
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Balance at the
Item Beginning of the Increased in the Decreased in the Balance at the
Period current period current period End of the Period
I . Short-term
remuneration 342631685.69 2870031080.44 2823260662.51 389402103.62
II. Demission
benefits -
defined 10867793.79 173190012.55 182427555.59 1630250.75
contribution
scheme
III. Dismissal
benefits
IV. Other
benefits due
within 1 year
Total 353499479.48 3043221092.99 3005688218.10 391032354.37
(2).Presentation of short-term remuneration
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Balance at the
Item Beginning of the Increased in the Decreased in the Balance at the
Period current period current period End of the Period
1. Wages or
salaries
bonuses 319012621.05 2514238157.02 2447794164.50 385456613.57
allowances and
subsidies
2. Staff welfare 18906419.98 173940098.49 192822601.37 23917.10
3. Social
insurance 2008884.98 75409477.13 76759331.58 659030.53
contributions
Including:
medical
insurance 1697162.65 65522275.56 66636171.46 583266.75
premium
Work
injury
insurance 278632.14 9815833.28 10030929.86 63535.56
premium
Birth
insurance 33090.19 71368.29 92230.26 12228.22
premium
4. Housing
funds 315917.50 88084061.91 88242947.01 157032.40
5. Labor union
and education 2387842.18 18359285.89 17641618.05 3105510.02
funds
6. Short-term
251 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
paid absences
7. Short-term
profit sharing
plan
Total 342631685.69 2870031080.44 2823260662.51 389402103.62
(3).Presentation of defined contribution plan
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Balance at the
Item beginning of the Increased in the Decreased in the
Balance at the
current period current period end of theperiod period
1. Basic pension
insurance 10553084.23 166039594.04 175050590.55 1542087.72
premium
2.
Unemployment
insurance 314709.56 7150418.51 7376965.04 88163.03
premium
3. Corporate
annuity payment
Total 10867793.79 173190012.55 182427555.59 1630250.75
Other notes:
□Applicable √Non-applicable
40. Taxes payable
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Balance at the end of the period Balance at the beginning of theperiod
VAT 54603894.75 52358919.15
Enterprise Income Tax 162296678.14 128229994.26
Individual income tax 4853990.51 3088818.10
Urban Maintenance and
Construction Tax 3162976.79 3514290.88
Education surcharges 1530310.87 1679260.68
Local education surcharges 1019692.82 1118994.07
Property tax 43349988.87 34568143.81
Land use tax 20913930.81 21857255.01
Environmental protection tax 11024.71 777.38
Disabled security fund 23464018.13 17783858.89
Special funds for water
conservancy construction 126478.48 80953.70
Stamp duty 9892081.00 6875496.68
Other 18312.31
Total 325243378.19 271156762.61
41. .Other payables
(1).Presentation of items
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
252 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Item Balance at the end of the Balance at the beginning of theperiod period
Interest Payable 2342465.75
Dividends Payable
Other payables 22158931.54 24690743.41
Total 22158931.54 24690743.41
Other Notes:
□Applicable √Non-applicable
(2). Interest payable
Presentation by category
□Applicable √Non-applicable
Significant information about overdue but unpaid interest:
□Applicable √Non-applicable
Other Notes:
□Applicable √Non-applicable
(3).Dividends payable
Presentation by category
□Applicable√Non-applicable
(4).Other payables
Other payables presented by nature of funds
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Balance at the end of the period Balance at the beginning of theperiod
Interest payable
Dividend payable
Security deposits 13546312.54 16792416.42
Others 8612619.00 7898326.99
Total 22158931.54 24690743.41
Significant other payables aged over 1 year or overdue
□Applicable √Non-applicable
Other notes:
□Applicable √Non-applicable
42. Held-for-sale liabilities
□Applicable √Non-applicable
43. Non-current liabilities due within 1 year
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Balance at the end of the period Balance at the beginning of theperiod
253 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Long-term loans due within 1
year 1915643832.71 1239252506.51
Bonds payable due within 1
year 7053301.72 4684254.27
Long-term payables due
within 1 year
Lease liabilities due within 1
year 82267257.01 46283264.41
Total 2004964391.44 1290220025.19
44. Other current liabilities
Particulars on other current liabilities
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Balance at the end of the period Balance at the beginning of theperiod
Short-term bonds payable
Return payment payable
Output VAT to be
transferred 1540946.15 1690671.66
Total 1540946.15 1690671.66
Changes in short-term bonds payable:
□Applicable √Non-applicable
Other Notes:
□Applicable √Non-applicable
254 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
45. Long-term loans
(1). Category of long-term loans
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Balance at the end of the period Balance at the beginning of theperiod
Pledge loans
Mortgage loans 1498000000.00 1539000000.00
Guaranteed loans
Credit loans 1864670673.86 2203206364.26
Outstanding interest payable 1844548.67 3170099.51
Less: Long-term loans due within
one year 1915643832.71 1239252506.51
Total 1448871389.82 2506123957.26
Other notes:
□Applicable √Non-applicable
46. Bonds payable
(1). Bonds payable
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Balance at the end of the period Balance at the beginning of the period
Convertible 2520527790.34 2441013483.64
corporate
bonds
Less: Bonds 7053301.72 4684254.27
payable due
within one
year
Total 2513474488.62 2436329229.37
255 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(2). Changes in bonds payable: (other thanpreferred stocks perpetual bonds and other financial instruments classified as financial liabilities)
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Sta
ted D
int ef
Bon Bo Cuere
d nd rre Amortized at Curent
a
nam Face value (yuan)
st Issue date du Issue price Opening balance nt Interest accrued Currentat par value premium/discou repayment converted Closing balance
ul
rat
e rat iss nt price shares
t
e ion ues orn
（ ot%）
Tuo
pu
Con 6
verti 100.00 Note 2022/7/14 ye 2500000000.00 2441013483.64 12368619.41 77176259.25 9999571.96 31000.00 2520527790.34
N
ble ars o
Bon
d
Less
:
Bon
ds
paya
ble 4684254.27 12368619.41 9999571.96 7053301.72 N
due o
withi
n
one
year
Tota
l / / / / 2500000000.00 2436329229.37 77176259.25 31000.00 2513474488.62 /
Please be informed that the stated interest rates for the Company's public offering of convertible bonds are as follows: 0.2% in the first year 0.4% in the second
year 0.6% in the third year 1.5% in the fourth year 1.8% in the fifth year and 2.0% in the sixth year. After the convertible bonds expire the Company will redeem
all unconverted bonds from investors within five trading days at a price of 110% of the bonds' par value including the last annual interest.Note to the bonds payable: the public offering of convertible corporate bonds by the Company was approved during the Fourteenth Meeting of the Fourth
Session of the Board of Directors held on November 18 2021 and the Second Extraordinary Shareholders' General Meeting of 2021 held on December 6 2021. On
April 29 2022 the China Securities Regulatory Commission (CSRC) granted the "Approval of the Public Offering of Convertible Corporate Bonds by Ningbo
Tuopu Group Company Limited" (CSRC License [2022] No. 830). This approval allows the Company to issue convertible corporate bonds with a total nominal
value of RMB 2.5 billion to the public for a term of 6 years.
256 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(3). Note to convertible corporate bond
√Applicable □Non-applicable
Item Condition for conversion of shares Date of conversion of shares
In accordance with the relevant provisions stated inthe “Prospectus for Public Offering of ConvertibleBonds of Ningbo Tuopu Group Co. Ltd” the "Tuopu
Convertible Bonds" have been eligible for conversion As of December 31 2024 a total of 3803 shares
into shares of the Company since January 20 2023. were obtained through the conversion of "Tuopu
The initial conversion price of the Company was set Convertible Bonds." Specifically from January 20
Tuopu Convertible Bond at RMB 71.38 per share. However as per the 2023 to December 31 2023 a total of 2280
"Announcement of Ningbo Tuopu Group Co. Ltd. "Tuopu Convertible Bonds" were converted into
on Adjustment of Conversion Price of Convertible 3201 shares; from January 1 2024 to December
Bonds due to Profit Distribution for the Year of 31 2024 a total of 310 "Tuopu Convertible Bonds"
2022" issued on July 10 2023 the conversion price were converted into 602 shares.
was revised to RMB 70.92 per share. The adjustment
came into effect on July 17 2023.Accounting treatment and judgmental basis for transfer of equity
□Applicable √Not applicable
(4). Notes to other financial instruments classified as financial liabilities
General particulars of other financial instruments such as preferred stocks and perpetual bonds issued at the end of the period
□Applicable √Non-applicable
Changes in financial instruments such as preferred stocks and perpetual bonds issued at the end of the period
□Applicable √Non-applicable
Notes to the basis for classification of other financial instruments as financial liabilities:
□Applicable √Non-applicable
Other notes:
□Applicable √Non-applicable
257 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
258 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
47. Lease liabilities
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Balance at the end of the period Balance at the beginning of theperiod
Lease liabilities 568321864.64 344361800.01
Less: Lease liabilities due within 82267257.01 46283264.40
one year
Total 486054607.63 298078535.61
48. Long-term payables
Presentation of items
□Applicable √Non-applicable
Other Notes:
□Applicable √Non-applicable
Long-term payables
(1). Long-term payables presented by the nature of payments
□Applicable √Non-applicable
Special payables
(2). Special payables presented by the nature of payments
□Applicable √Non-applicable
49. Long-term payroll payable
□Applicable √Non-applicable
(1) Long term payable employee compensation table
□Applicable √Not applicable
(2) Changes in the defined benefit plan
Set the present value of benefit plan obligations:
□Applicable √Not applicable
Planned assets:
□Applicable √Not applicable
Net liabilities (net assets) of the defined benefit plan
□Applicable √Not applicable
Explanation of the content of the benefit plan and its related risks as well as the impact on the
company's future cash flows timing and uncertainty:
□Applicable √Not applicable
Explanation of Major Actuarial Assumptions and Sensitivity Analysis Results for Setting Benefit Plans
□Applicable √Not applicable
Other notes:
□Applicable √Not applicable
259 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
50. Estimated liabilities
□Applicable √Non-applicable
51. Deferred income
Deferred income
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Balance at the
Item beginning of the Increased in Decreased in Balance at the Reason
period the period the period end of the period
Government
grants 424223057.18 29291721.00 45493777.47 408021000.71
Total 424223057.18 29291721.00 45493777.47 408021000.71 /
Other notes:
□Applicable √Non-applicable
52. Other non-current liabilities
□Applicable √Non-applicable
53. Equity
□Applicable √Non-applicable
Unit: Yuan Currency: RMB
Increased or decreased amount in this period (+/-)
Balance at the Shares Balance at the
beginning of New converted end of the
the period issue Bonus from Others Subtotal periodissue capital
reserves
Total 1102049773.00 60726104.00 523249176.00 602.00 583975882.00 1686025655.00
shares
Other notes:
1.According to the resolutions of the 27th meeting of the 4th board of directors held on December 9
2022 the 3rd extraordinary general meeting of shareholders held on December 28 2022 the 28th
meeting of the 4th board of directors held on February 22 2023 the 1st extraordinary general meeting of
shareholders held on March 13 2023 the 3rd meeting of the 5th board of directors held on December 8
2023 the 3rd extraordinary general meeting of shareholders held on December 27 2023 and the
amended articles of association and with the approval of the China Securities Regulatory Commission's
Securities Regulatory Commission's Securities Regulatory License [2023] No. 1443 on approving
Ningbo Tuopu Group Co. Ltd. The approval of the registration for the issuance of shares by a limited
company to specific targets has been granted. In January 2024 our company will issue 60726104 RMB
ordinary shares to specific targets The face value per share is 1 yuan and after the completion of this
issuance the registered capital (share capital) will be increased by RMB 60726104.00.
2.According to the profit distribution plan for the year 2023 approved at the 8th meeting of the 5th
Board of Directors held on April 22 2024 and the 2023 Shareholders' Meeting held on June 24 2024
the company will distribute a cash dividend of RMB 5.56 (including tax) per 10 shares to all
shareholders registered on the equity registration date based on the number of shares registered on the
implementation of equity distribution. At the same time the capital reserve will be converted into share
capital with 4.5 shares per 10 shares for a total of 523249176 shares. After the completion of this
conversion the registered capital (share capital) will be increased by RMB 523249176.00.
3.From January 1 2024 to December 31 2024 the company converted 602 shares of "Tuopu
Convertible Bonds" increasing the registered capital (share capital) by RMB 602.00.
260 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
54. Other equity instruments
(1). Basic information of other financial instruments such as preferred stocks and perpetual bonds issued at the end of the period
□Applicable √Non-applicable
(2). Changes in financial instruments such as preferred stocks and perpetual bonds issued at the end of the period
√Applicable □Non-applicable
261 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Unit: Yuan Currency: RMB
Outstanding As at the end of last year Increase in this period Decrease in this period As at the end of this period
financial
instruments Quantity Book value Quantity Book value Quantity Book value Quantity Book value
Equity
value of
convertible 24997720 143201172.16 310 1775.83 24997410 143199396.33
bonds
Total 24997720 143201172.16 310 1775.83 24997410 143199396.33
Other notes:
□Applicable √Non-applicable
During the period a total of 310 "Tuopu Convertible Bonds" were converted into 602 shares and the equity value of the Company's convertible bonds was
reduced by RMB 1775.83.
262 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
55. Capital reserve
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Balance at the
Item beginning of the Increased in the Decreased in the Balance at the
period period period end of the period
Capital
premium (equity 5341019192.64 3437743828.46 523249176.00 8255513845.10
premium)
Other capital
reserves 10348.78 10348.78
Total 5341029541.42 3437743828.46 523249176.00 8255524193.88
Other notes including the changes during the period and the reasons for such changes:
1. In January 2024 the Company privately issued 60726104 RMB ordinary shares (A shares) to
specific subjects at a price of RMB57.88 per share generating gross proceeds of RMB3514826899.52.After deducting non-taxable sponsorship and underwriting fees amounting to RMB14921434.95 along
with other non-taxable issuance costs directly associated with the equity securities issuance totaling
RMB1467666.14 the net proceeds will amount to RMB3498437798.43. Of this total
RMB60726104.00 will be allocated to registered capital (share capital) while RMB3437711694.43
will be assigned to capital premium.
2、From January 1 2024 to December 31 2024 the Company converted 602 shares of Tuopu
Convertible Bonds increasing the Company's registered capital (share capital) by RMB3201.00 and
capital surplus by RMB 602.00. The Company has also increased its capital surplus by RMB 32134.03
which is the same as that of Tuopu Convertible Bonds.
3. According to the profit distribution plan for the year 2023 which was approved during the
Eighth Meeting of the Fifth Session of the Board of Directors on 22 April 2024 and at the Annual
General Meeting of Shareholders on 24 June 2024 the Company will distribute a cash dividend of
RMB5.56 per share for every 10 shares to all shareholders listed on the shareholding register as of the
registration date for the equity distribution. This distribution will be based on the number of shares
registered on that date (including tax). Additionally the Company will increase its share capital by 4.5
shares for every 10 shares through the capitalization of capital surplus resulting in a total of
523249176 shares and a corresponding reduction in capital surplus by RMB523249176.00.
56. Treasury bonds
□Applicable √Non-applicable
263 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
57. Other comprehensive income
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Amount incurred in the current period
Less:
Less: Recorded
recorded into other
into other comprehe
Amount comprehe nsive Attribut
Balance incurred nsive incomes Less: able to
at the before incomes in Inco Attributa the
Balance
Item beginnin income in previous me ble to the minorit
at the end
g of the tax in the previous period Tax Company y
of the
period current period and Expe after tax shareho
period
period and transferre nse lderstransferre d to after tax
d to P/L retained
in current income in
period current
period
1. Other
comprehe
nsive
income
that
cannot be
reclassifie
d into
profit and
loss
Including:
re-measur
ement of
changes in
defined
benefit
plans
Other
comprehe
nsive
income
that
cannot be
transferre
d to profit
and loss
under the
equity
method
Changes
in the fair
value of
other
264 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
equity
instrument
investmen
ts
Changes
in fair
value of
the
enterprise'
s own
credit risk
2. Other
comprehe
nsive
income
that will -72794 -867013 -866869 -14403. -939663
be 31.39 68.66 65.61 05 97.00
reclassifie
d into
profit and
loss
Including:
other
comprehe
nsive
income
that can
be
transferre
d to profit
or loss
under the
equity
method
Changes
in the fair
value of
other debt
investmen
ts
Amount
of
financial
assets
reclassifie
d and
included
in other
comprehe
nsive
income
Provision
for
impairme
265 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
nt of other
debt
investmen
t
Cash
flow
hedge
reserves
Translatio
n
difference -72794 -867013 -866869 -14403. -939663
of foreign 31.39 68.66 65.61 05 97.00
currency
financial
statements
Total -72794 -867013 -866869 -14403. -93966331.39 68.66 65.61 05 97.00
266 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
58. Special reserves
□Applicable √Non-applicable
59. Surplus reserves
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Balance at the
Item beginning of the Increased in the Decreased in the Balance at the end
period current period current period of the period
Statutory surplus
reserve 706943994.98 115105464.14 822049459.12
Discretionary
surplus reserve
Reserve fund
Business
development fund
Others
Total 706943994.98 115105464.14 822049459.12
Notes to the surplus reserve including the changes in the current period and the reason for such changes:
The statutory surplus reserve at RMB 115105464.14 shall be withdrawn at 10% of the parent
company's net profit in 2024.
60. Undistributed profit
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Current period Previous period
Undistributed Profit before
Adjustment at the End of Previous 6498434550.76 4933499753.42
Period
Adjust the total undistributed profits
at the start of the period (increase +
decrease -)
Undistributed Profit after Adjustment
at the Start of the Period 6498434550.76 4933499753.42
Add: net profit attributable to parent
company's owner in current period 3000605982.24 2150642258.47
Less: withdrawal of statutory surplus
reserve 115105464.14 75459088.04
Withdrawal of discretionary
surplus reserve
Withdrawal of general risk
reserve
Ordinary stock dividend
payable 646503426.53 510248373.09
Ordinary stock dividends
converted into equity
Undistributed profit at the end of the
period 8737431642.33 6498434550.76
Adjust the particulars of undistributed profit at the beginning of the period:
267 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
1. Due to the retrospective adjustments made in accordance with the “Accounting Standards forBusiness Enterprises" and its related new regulations the unappropriated profit at the beginning of the
period was affected by RMB 0.
2. The impact of changes in accounting policies on undistributed profit at the beginning of the period is
RMB 0.
3. The impact of the correction of major accounting errors on undistributed profit at the beginning of the
period is RMB 0.
4. The impact of change in the scope of business combination as a result of the same control on
undistributed profit at the beginning of the period is RMB 0.
5. The gross impact of other adjustments on the undistributed profit at the beginning of the period is
RMB 0.
61. Operating income and operating cost
(1). Particulars on operating income and operating cost
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Amount incurred in the current period Amount incurred in previous periodIncome Cost Income Cost
Main
operation 25011816206.41 20153411036.89 18728035198.12 14642360077.57
Other
operations 1588512244.53 913335097.55 972525231.88 546999634.45
Total 26600328450.94 21066746134.44 19700560430.00 15189359712.02
268 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(2). Information about the breakdown of operating income and cost
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Category of contracts TotalOperating income Operating cost
Product types
Vibration Control System 4402383937.42 3473522334.82
Interior & Exterior System 8433566585.15 6905404319.92
Chassis System 8202682256.25 6527694539.52
Mechatronic System 1820105263.90 1466640821.65
Thermal Management System 2139650790.86 1773556540.54
Electric Drive System 13427372.83 6592480.44
Total 25011816206.41 20153411036.89
By operation areas
Domestic sales 18797274855.33 15307933145.45
Overseas sales 6214541351.08 4845477891.44
Total 25011816206.41 20153411036.89
By time of transfer of products
Confirmed at a certain time
point 25011816206.41 20153411036.89
Confirmed at a certain time
point
Total 25011816206.41 20153411036.89
Other notes
□Applicable √Non-applicable
(3). Note to performance obligations
□Applicable √Non-applicable
(4). Note to allocation to remaining performance
□Applicable √Non-applicable
(5). Note to significant contract changes or significant transaction price
□Applicable √Non-applicable
269 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
62. Taxes and surcharges
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Amount incurred in the current Amount incurred in previousperiod period
Consumption tax 40035128.88 33674216.50
Education Surcharges 18973787.01 15951422.42
Local education surcharges 12651697.67 10614181.48
Property tax 52938681.92 39520270.52
Land use tax 25442027.53 25532242.93
Vehicle and vessel use tax 20188.71 19285.16
Stamp duty 32662611.18 22729272.65
Environmental protection tax 175531.58 7914.54
Others 396730.28 75010.72
Total 183296384.76 148123816.92
63. Sales expense
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Amount incurred in the current Amount incurred in previousperiod period
Service expense 117665324.57 122533968.05
Payroll 70175382.50 55699998.09
Business hospitality expense 61650189.38 41870231.40
Travel expense 6962753.51 5328604.99
Packaging fee 1142043.94 210649.13
Vehicle cost 2677853.02 2456824.51
Exhibition fee 1162366.34 752868.44
Others 12603916.99 3729680.56
Total 274039830.25 232582825.17
64. Overhead expense
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Amount incurred in the Amount incurred incurrent period previous period
Payroll 343171624.61 310681254.28
Depreciation expense 70964113.51 42089545.63
Business hospitality expense 9609407.30 8526971.38
Vehicle cost 6989114.85 5991706.83
Travel expenses 16674123.46 9468340.36
Amortization of intangible assets 29982743.41 29190411.33
Office expenses 13294611.46 9517734.62
Insurance premiums 10460215.53 10000339.47
Intermediary fee 5013429.55 5512275.13
Utility bills 9512494.54 10458759.15
Service charge 26090865.71 26593680.37
Rent 3756065.90 2353157.71
Employment guarantee fund for persons 23789159.60 27513010.27
with disabilities
Others 51559968.95 45823554.51
270 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Total 620867938.38 543720741.04
65. R&D expense
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Amount incurred in the Amount incurred incurrent period previous period
Material expense 394491614.87 338641778.29
Payroll 565836978.84 437826195.71
Depreciation and amortization 122752314.23 92867868.03
Transportation and storage fee 10500639.66 9249204.84
Energy consumption fee 50960887.77 44992055.69
Travel expense 20954808.76 14468560.48
Trial production expense 19531197.37 14588042.57
Others 39214101.96 33769299.78
Total 1224242543.46 986403005.39
66. Financial expense
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Amount incurred in the Amount incurred incurrent period previous period
Interest expense 237972888.20 228089328.18
Of which: Interest expense on lease 18713411.80 5206628.14liabilities
Less: Interest income 48350722.43 46324974.29
Gain and loss from exchange -29540567.70 -100387968.50
Handling charge 5602530.91 4372151.62
Total 165684128.98 85748537.01
67. Other income
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Amount incurred in the Amount incurred in previouscurrent period period
Government Subsidies 275800172.93 154398450.86
Handling fee for withholding 922364.88 511517.31
personal income tax
VAT input tax credit 116190188.94 58810611.95
Direct VAT credit for employment 14947500.04 5558150.00
of key persons
Total 407860226.79 219278730.12
68. Investment income
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Amount incurred in the Amount incurred incurrent period previous period
Long-term equity investment income 45857248.62 -2063278.75
271 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
calculated by the equity method
Investment income from disposal of
long-term equity investments
Investment income of trading financial
assets during the holding period
Dividend income from other equity
instrument investments during the
holding period
Interest income from debt investment
during the holding period
Interest income from other debt
investments during the holding period
Investment income from disposal of
trading financial assets 66088.98
Investment income from the disposal
of other equity instrument investments
Investment income from disposal of
debt investment
Investment income from the disposal
of other debt investments
Income from debt restructuring
Investment income from financial
management products 38441251.62 6032297.53
Total 84364589.22 3969018.78
69. Net exposure hedging income
□Applicable √Non-applicable
70. Gains from changes in fair value
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Sources of income from changes in Amount incurred in the Amount incurred in previous
fair value current period period
Transactional financial assets 1018222.92 -82821.96
Including: income from changes in
fair value generated by derivative
financial instruments
Transactional financial liabilities
Investment real estate measured at
fair value
Total 1018222.92 -82821.96
71. Credit impairment loss
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Amount incurred in the Amount incurred in previouscurrent period period
Bad debt loss on accounts receivable -1710245.64 1693613.22
Bad debt loss on accounts receivable 78269996.90 194247380.83
Bad debt loss on other receivables 3425950.46 1916219.58
272 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Impairment loss of debt investment
Impairment loss of other debt
investment
Bad debt loss of long-term receivables
Impairment loss of contract assets
Impairment loss on receivables -208778.83 -1166149.25
financing
Total 79776922.89 196691064.38
72. Asset impairment loss
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Amount incurred in the Amount incurred in previouscurrent period period
1. Loss of bad debts
2. Loss of inventory falling price and
loss of contract performance cost 58258608.19 65402276.74
impairment
3. Long-term equity investment
impairment losses
4. Impairment loss of investment real
estate
5. Impairment loss of fixed assets
6. Impairment loss of construction
materials
7. Impairment loss of construction in
progress
8. Impairment loss of productive
biological assets
9. Impairment losses of oil and gas
assets
10. Intangible assets impairment loss
11. Goodwill impairment loss 1080371.29 6058537.77
12. Others
Total 59338979.48 71460814.51
73. Income from disposal of assets
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Amount incurred in the current Amount incurred in previousperiod period
Income from disposal of assets 389596.49 6635932.50
Total 389596.49 6635932.50
74. Non-operating income
Particulars about non-operating income
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
273 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Amount included in the
Item Amount incurred in the Amount incurred incurrent period previous period current non-recurringprofit and loss
Total gains from
disposal of 723345.87 338485.87 723345.87
non-current assets
Including: gains from
disposal of fixed 723345.87 338485.87 723345.87
assets
Gains from
disposal of intangible
assets
Gains from
non-monetary asset
exchange
Capital from donation
Government grants
Compensation income 1751178.15 2443361.20 1751178.15
Proceeds from
acquisition of 21901496.20 21901496.20
subsidiaries
Other 2076388.94 1321088.66 2076388.94
Total 26452409.16 4102935.73 26452409.16
75. Non-operating expenses
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Amount incurred in the Amount incurred in Amount included in theItem current period previous period current non-recurringprofit and loss
Total loss from
disposal of 20973401.08 15170562.74 20973401.08
non-current assets
Including: Loss on
disposal of fixed 20973401.08 15170562.74 20973401.08
assets
Loss on
disposal of intangible
assets
Loss from exchange
of non-monetary
assets
External donation 340000.00 1300000.00 340000.00
Special funds for
water conservancy 1056468.79 687538.30
construction
Loss from debt
restructuring 2791321.15 925883.37 2791321.15
Others 25161191.02 18083984.41 24104722.23
274 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
76. Income tax expense
(1). Schedule of income tax expense
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Amount incurred in the Amount incurred in previouscurrent period period
Income tax expense in the current
period 455634426.27 368716865.91
Deferred income tax expense -38061590.70 -56443347.35
Total 417572835.57 312273518.56
(2). Adjustment process of accounting profit and income tax expense
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Amount incurred in the current period
Total profits 3421259441.86
Income tax expense calculated at the
statutory/applicable tax rate 513188916.28
Impact of different tax rates applied to
subsidiaries 29744991.59
Adjusted impact of income tax in prior periods 9552413.88
Impact of non-taxable income -6878587.29
Impact of non-deductible costs expenses and
losses 24927921.02
Impact of using deductible losses of deferred
income tax assets that have not been recognized -28660993.87
in the previous period
Impact of deductible temporary differences or
deductible losses on unrecognized deferred 51041348.88
income tax assets in the current period
Changes in deferred tax assets/liabilities at the
beginning of the period due to tax rate 7569994.30
adjustments
Impact of income tax credit benefits -14438230.09
Impact of additional tax deductions for enterprise
research and development -168437480.47
Impact of equipment one-time deduction -37458.66
Income tax expense 417572835.57
Other Notes:
□Applicable √Non-applicable
77. Other comprehensive income
√Applicable □Non-applicable
Details are available in “Note VII. 57. Other comprehensive income”
78. Cash flow statement items
(1). Other cash received related to operating activities
Other cash received related to operating activities
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Amount incurred in the Amount incurred in previous
275 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
current period period
Receipt of temporary loans 7759521.08 54539013.01
Interest income 48350722.43 46324974.29
Government grants 259598116.46 211467742.60
Income from compensation and 1537317.97
fines 275972.94
Others 4341865.19 2426444.35
Total 320326198.10 316295492.22
Other cash paid related to operating activities
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Amount incurred in the Amount incurred in previouscurrent period period
Payment of temporary loans 43002132.94 49196820.10
Business hospitality expense 71446895.29 50397202.78
R&D spending 534917401.33 453253590.22
Travel expense 27580664.26 14796945.35
Insurance premium 10295711.60 9845564.79
Office expense 13862147.37 9716706.76
Vehicle expense 10348136.60 8448531.34
Service charge 143744107.38 149127648.42
Intermediary fee 5013429.55 5512275.13
Packaging fee 1142043.94 210649.13
Utility bill 17939687.26 10458759.15
Rent 6489425.99 2650354.01
Employment guarantee fund for 23789159.60 27441660.24persons with disabilities
Others 43225571.52 30489053.56
Total 952796514.63 821545760.98
(2). Other cash received related to investment activities
Cash received related to important investing activities
□Applicable√Non-applicable
Cash paid related to important investment activities
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Amount incurred in the Amount incurred in previouscurrent period period
Cash paid for acquisition of property
plant and equipment intangible 3145862082.45 3176917076.36
assets and other long-term assets
Cash paid for investments 4495000000.00 1310000000.00
Total 7640862082.45 4486917076.36
Other cash paid related to investment activities
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Amount incurred in the current Amount incurred in previousperiod period
276 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Performance bond recovered 25765813.00 40915600.00
Net cash acquired from acquisition of
subsidiaries 6330113.23
Total 32095926.23 40915600.00
Other cash paid relating to investing activities
√Applicable □Not applicable
Unit: Yuan Currency: RMB
Item Amount incurred in the current Amount incurred in previousperiod period
Performance bond paid 5000000.00
Total 5000000.00
(3). Cash relating to financing activities
Other cash received relating to financing activities
□Applicable √Not applicable
Other cash paid in relation to financing activities
√Applicable □Not applicable
Unit: Yuan Currency: RMB
Item Amount incurred in the current Amount incurred in previousperiod period
Cash paid for lease liabilities 70164761.58 43014990.85
Repayment of loans from finance
leasing companies 164399011.59
Fractional share for conversion of
convertible bonds 467.68 180.08
Total 70165229.26 207414182.52
277 / 352Ningbo Tuopu Group Co. Ltd.
Annual Report 2024
Changes in liabilities arising from financing activities
√Applicable □Not applicable
Unit: Yuan Currency: RMB
Increase in current period Decrease in currentBalance at the period Balance at the
Item beginning of Cash changes Non-cash Cash changes Non-ca end of the
the period changes sh period
changes
Short-ter 999798705.0 1126000000 31198511.27 1226364399 930632816.9m loans 9 .00 .44 2
Other
payables
-646503426.5646503426.5
dividend 3 3
s
payable
Long-ter
m loans
(includi
ng those 3745376463 1716500000 102882790.2 2200244031 3364515222
due .77 .00 8 .52 .53
within
one
year)
Bonds
payable
(includi
ng those 2441013483
due .64 89544878.66 9999571.96
31000.2520527790
00.34
within
one
year)
Lease
liabilitie
s
(includi
ng those 344361800.0 294124826.2 568321864.6
due 1 0
70164761.583
within
one
year)
Total 7530550452 2842500000 1164254432 4153276191 31000. 7383997694.51.00.94.0300.42
278 / 352Ningbo Tuopu Group Co. Ltd. Annual
Report 2024
(4). Note to cash flows presented on a net basis
□Applicable √Not applicable
(5). Significant activities and financial effects that do not involve current cash receipts and
disbursements but affect the enterprise's financial position or may affect the enterprise's cash flows
in the future
□Applicable √Not applicable
79. Additional information on cash flow statement
(1). Additional information on cash flow statement
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Additional Information Amount in the current period Amount in previous period
1. Reconciliation of net profit to cash flows from operational activities:
Net Profit 3003686606.29 2150016205.76
Add: provision for impairment of
assets 59338979.48 71460814.51
Credit impairment provision 79776922.89 196691064.38
Depreciation of fixed assets oil and
gas assets productive biological assets 1477555988.17 1104162144.79
Depreciation of right-of-use assets 81976097.14 38201180.13
Amortization of Intangible Assets 45844727.40 41484734.70
Amortization of long-term prepaid
expenses 98845741.67 79075458.06
Losses on disposal of fixed assets
intangible assets and other long-term -389596.49 -6635932.50
assets (income as in “-”)
Losses on scrapping of fixed assets
(income as in “-”) 20250055.21 14832076.87
Losses on fair value changes (income
as in “-”) -1018222.92 82821.96
Financial expenses (income as in “-”) 203512711.76 139711286.08
Losses on investment (income as in
“-”)-84364589.22-3969018.78
Decrease on deferred income tax
assets (increase as in “-”) -36887102.72 -10260340.64
Increase on deferred income tax
liabilities (decrease as in “-”) -1174801.37 -46185311.62
Decrease on inventories (increase as
in “-”) -813474962.07 -54383166.19
Decrease on operational receivables
(increase as in “-”) -2524244554.64 -1306230020.30
Increase on operational payables
(decrease as in “-”) 1626834686.26 957575279.53
Others
Net cash flow generated by operating
activities 3236068686.84 3365629276.74
2. Major investing and financing activities not involving cash receipts and payment:
Conversion of debt into capital
Convertible corporate bonds due
within one year 7053301.72 4684254.27
Fixed assets under financing lease 291880753.97 294506856.56
279 / 352Ningbo Tuopu Group Co. Ltd. Annual
Report 2024
Fixed assets under finance leases
3. Net changes in cash and cash equivalents:
Closing balance of cash 3942266589.29 2313937932.51
Less: opening balance of cash 2313937932.51 2410212553.28
Add: closing balance of cash
equivalents
Less: opening balance of cash
equivalents
Net additions to balance of
equivalents 1628328656.78 -96274620.77
(2). Net cash receipts from disposal of subsidiaries in this period
□Applicable √Not applicable
(3). Net cash received from disposal of subsidiaries in the current period
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Amount
Cash or cash equivalents paid during the period for business 19005379.52
combinations occurring during the period
Of which: Ningbo Borgers Tuopu Automobile Parts Co. Ltd. 19005379.52
Less: Cash and cash equivalents held by the Company on the date of 25335492.75
purchase
Of which: Ningbo Borgers Tuopu Automobile Parts Co. Ltd. 25335492.75
Add: Cash or cash equivalents paid in the current period for business
combinations occurring in prior periods
Cash or cash equivalents paid during the period for business 6330113.23
combinations occurring during the period
(4). Composition of cash and cash equivalents
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Balance at the end of the Balance at the beginning ofperiod the period
1. Cash 3942266589.29 2313937932.51
Including: cash on hand 21590.07 18810.59
Bank deposits that can be used
for payment at any time 3942244999.22 2313919121.92
Other currency funds that can
be used for payment at any time
Deposits in the central bank
that can be used for payment
Deposits in Other Financial
Institutions
Call loans from Other
Financial Institutions
2. Cash equivalents
Including: bond investments due
within three months
280 / 352Ningbo Tuopu Group Co. Ltd. Annual
Report 2024
3. Balance of cash and cash
equivalents at the end of the period 3942266589.29 2313937932.51
Including: cash and cash
equivalents that are restricted for us
by the parent company or subsidiary
within the group
(5). Condition of restricted scope of use but still presented as cash and cash equivalents
□Applicable √Not applicable
(6). Cash and bank balances not classified as cash and cash equivalents
√Applicable □Not applicable
Unit: Yuan Currency: RMB
Item Amount in current Amount in priorperiod period Reason
Bank acceptance 33208844.36 535150594.14 Restricted for usedeposit
Exchange settlement 466.96 609.89 Restricted for usedeposit
Guarantee deposit 12289949.67 6277854.73 Restricted for use
Total 45499260.99 541429058.76 /
Other notes:
□Applicable √Not applicable
80. Notes to items in the statement of changes in owners' equity
State the name of the item “others” adjusting the balance at the end of previous year and the amount of
adjustment:
□Applicable √Non-applicable
81. Assets with restricted ownership or use rights
(1). Assets with restricted ownership or use rights
√Applicable □Non-applicable
Unit: yuan
Foreign currency Converted exchange Balance converted toItem balance at the end of RMB at the end of
the period rate the period
Cash and bank balances 882529322.52
Including: USD 21010930.18 7.1884 151034970.51
EUR 23130432.61 7.5257 174072696.69
HKD 3114863.62 0.9260 2884363.71
CAD 13514501.38 5.0498 68245529.07
BRL 10372106.94 1.1777 12215230.34
MYR 8971684.91 1.6199 14533232.39
SEK 1053557.29 0.6565 691660.36
PLN 94442336.79 1.7597 166190180.05
MXN 836653686.10 0.3498 292661459.40
Accounts receivable 1007364164.90
Including: USD 73733155.60 7.1884 530023415.72
EUR 4627664.47 7.5257 34826414.50
GBP 3931.20 9.0765 35681.54
281 / 352Ningbo Tuopu Group Co. Ltd. Annual
Report 2024
CAD 30994708.18 5.0498 156517077.37
BRL 12714781.40 1.1777 14974198.05
MYR 7719362.44 1.6199 12504595.22
PLN 105952154.29 1.7597 186444005.90
MXN 205942757.58 0.3498 72038776.60
Other Receivables 54291913.57
Including: USD 3664295.22 7.1884 26340419.76
CAD 394284.37 5.0498 1991057.21
SEK 2809775.22 0.6565 1844617.43
PLN 4713942.15 1.7597 8295124.00
MXN 45227830.68 0.3498 15820695.17
Accounts payable 198076837.80
Including: USD 10897459.15 7.1884 78335295.35
EUR 1002211.33 7.5257 7542341.81
CAD 12399641.38 5.0498 62615709.04
BRL 998793.95 1.1777 1176279.63
SEK 428119.60 0.6565 281060.52
PLN 8211504.08 1.7597 14449783.73
MXN 96273206.74 0.3498 33676367.72
Other Payables 749093.52
Including: USD 27205.41 7.1884 195563.37
MYR 85147.75 1.6199 137930.84
SEK 633053.02 0.6565 415599.31
(2). Notes to overseas business entities overseas business locations functional currency and the
basis for selection in respect of important overseas business entities should be disclosed; if there is
a change in the functional currency the reason for the change should be further disclosed.√Applicable □Non-applicable
The Company has nine subsidiaries outside of China i.e.: Tuopu North America Limited currently
operating in Canada and with Canadian dollars as the functional currency; Tuopu North America USA
Limited INC currently operating in the United States and with U.S. dollars as the functional currency;
TUOPU DO BRASIL currently operating in Brasil and with Brazilian Real as the functional currency;
Tuopu Sweden currently operating in Sweden and with Swedish krona as the functional currency;
Tuopu International currently operating in Hong Kong and with Hong Kong dollar as the functional
currency; TUOPU (MALAYSIA) SDN.BHD. currently operating in Malaysia and with Ringgit as the
functional currency; Tuopu USA LLC currently operating in the United States and with U.S. dollars as
the functional currency; Tuopu Poland sp.z.o.o currently operating in Poland and with PLN as the
functional currency.Tuopu Mexico currently operating in Mexico and with Mexican peso as the
functional currency.
82. Lease
(1) As lessee
√Applicable □Not applicable
Variable lease payments not included in the measurement of lease liabilities
□Applicable √Not applicable
Lease payments for short-term leases or low-value assets with simplified treatment
□Applicable √Not applicable
Sale and leaseback transactions and basis of judgment
□Applicable √Not applicable
282 / 352Ningbo Tuopu Group Co. Ltd. Annual
Report 2024
Total cash outflow related to lease 70164761.58(Unit: Yuan Currency: RMB)
(2) As lessor
Operating lease as lessor
√Applicable □Not applicable
Unit: Yuan Currency: RMB
of which: Income related to
Item Lease income variable lease payments not
included in lease receipts
Income from operating leases 506880.74
Total 506880.74
Finance lease as lessor
□Applicable √Not applicable
Reconciliation of undiscounted lease receipts to net investment in leases
□Applicable √Not applicable
Undiscounted lease receipts for the next five years
□Applicable √Not applicable
(3) Recognition of gain or loss on sales under finance leases as a manufacturer or distributor
□Applicable √Not applicable
83. Data resources
□Applicable √Not applicable
84. Others
□Applicable √Not applicable
VIII. R&D expense
(1).Presentation by nature of expense
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Amount incurred in the Amount incurred incurrent period previous period
Material expense 394491614.87 338641778.29
Payroll 565836978.84 437826195.71
Depreciation and amortization 122752314.23 92867868.03
Transportation and storage fee 10500639.66 9249204.84
Energy consumption fee 50960887.77 44992055.69
Travel expense 20954808.76 14468560.48
Trial production expense 19531197.37 14588042.57
Others 39214101.96 33769299.78
Total 1224242543.46 986403005.39
Of which: Expensed R&D expenditure 1224242543.46 986403005.39
Capitalized R&D expenditure
(2).Development expenditure on R&D projects eligible for capitalization
□Applicable √Not applicable
Major capitalized R&D projects
283 / 352Ningbo Tuopu Group Co. Ltd. Annual
Report 2024
□Applicable √Not applicable
Provision for impairment of development expenditures
□Applicable √Not applicable
(3).Major outsourced research and development projects in progress
□Applicable √Not applicable
IX. Changes in the scope of consolidation
1. Business combination not under common control
√Applicable □Non-applicable
(1). Business combination transactions not under the same control occurring during the period
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Net
profit Cash
Income of the flow of
Percen Basis
earned by purchas the
Name Point Mode for the ed purchase
of the of Cost of tage of of Purch determi purchased party d party
purchas acquisi acquisiti acquisi equity ase ning party from from the
ed tion of on of tion ofequity equity acquisit date the
from the the purchase
party equity ion purchas purchase purchas date to(%) e date date to e date the endthe end of to the of the
the period end of period
the
period
Ningbo Busines
Borgers s
Tuopu combin
Autom April 190053 ation April
Upon
obile 25th 50.00 not 25th acquisit 2368676 -95647 254301
Parts 2024 79.52 under 2024 ion of 17.85 7.32 58.77control
Co. the
Ltd. same
(Note) control
Note: In January 2024 the Company entered into a Share Transfer Agreement (the "Agreement")
with Johann Borgers GmbH ("Borgers") the foreign stakeholder of the joint venture Ningbo Borgers
Tuopu Automobile Parts Co. Ltd. ("Ningbo Borgers"). Under this Agreement the Company committed
to purchasing Borgers' 50% equity interest in Ningbo Borges for a cash payment of €2450000.00. The
official industrial and commercial registration of Ningbo Borgers was updated in February 2024 and the
entity was subsequently renamed Ningbo Tuopu Automotive Trim Co. Ltd. ("Tuopu Automotive Trim").The Company finalized the payment for the share transfer on April 25 2024 officially concluding the
acquisition on that date.
(2). Cost of consolidation and goodwill
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Consolidated costs Ningbo Borgers Tuopu Automobile Parts Co. Ltd.--Cash 19005379.52
--Fair value of non-cash assets
-Fair value of debt issued or assumed
284 / 352Ningbo Tuopu Group Co. Ltd. Annual
Report 2024
-Fair value of equity securities issued
-fair value of contingent consideration
-Fair value at the date of purchase of equity
interests held prior to the date of purchase 38766011.89
- - Other
Total cost of consolidation 57771391.41
Less: share of fair value of identifiable net
assets acquired 79672887.61
Amount by which goodwill/cost of
combination is less than share of fair value -21901496.20
of identifiable net assets acquired
Method of determining fair value of consolidated costs:
□Applicable √Non-applicable
Completion of performance commitments:
□Applicable √Non-applicable
Main reasons for the formation of large amount of goodwill:
□Applicable √Non-applicable
(3). Identifiable assets and liabilities of the purchased party at the purchase date
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Ningbo Borgers Tuopu Automobile Parts Co. Ltd.Fair value at date of purchase Carrying value at date of purchase
Assets: 152391911.74 152391911.74
Monetary
funds 25335492.75 25335492.75
Accounts
receivable 59419514.55 59419514.55
Prepayments 1061595.99 1061595.99
Other
receivables 1176369.02 1176369.02
Inventories 24168195.24 24168195.24
Fixed assets 17723957.19 17723957.19
Intangible
assets 412657.00 412657.00
Construction
in progress 12251380.59 12251380.59
Long-term
amortisation 8268621.22 8268621.22
Other current
assets 2574128.19 2574128.19
Liabilities: 72719024.13 72719024.13
Borrowings
Payables 71247206.62 71247206.62
Deferred
income tax
liabilities
Employee
compensation 1433704.32 1433704.32
payable
Other 38113.19 38113.19
285 / 352Ningbo Tuopu Group Co. Ltd. Annual
Report 2024
receivables
Net assets 79672887.61 79672887.61
Less: Minority
interests
Net assets
acquired 79672887.61 79672887.61
(4). Gains or losses arising from the remeasurement to fair value of equity interests held prior to
the date of purchase
Whether there are transactions in which a business combination is achieved in stages through multiple
transactions and control is obtained during the reporting period.□Applicable √Non-applicable
(5).Note to the inability to reasonably determine the fair value of the consideration for the
combination or the identifiable assets and liabilities of the acquiree at the date of purchase or
at the end of the period of combination.□Applicable √Non-applicable
(6). Additional notes
□Applicable √Non-applicable
2. Business combination under common control
□Applicable √Non-applicable
(1). Business combination under the same control occurring in this period
□Applicable √Non-applicable
(2). Cost of consolidation
□Applicable √Non-applicable
(3). Carrying value of assets and liabilities of the party to be consolidated at the date of
consolidation
□Applicable √Non-applicable
3. Counter purchase
□Applicable √Non-applicable
286 / 352Ningbo Tuopu Group Co. Ltd. Annual
Report 2024
4. Disposal of subsidiaries
Whether there is any transactions or events during the period in which control of subsidiaries is lost
□Applicable √Non-applicable
Other notes:
□Applicable √Non-applicable
Whether there is a step-by-step disposal of investments in subsidiaries through multiple transactions and
loss of control during the period
□Applicable √Non-applicable
Other notes:
□Applicable √Non-applicable
5. Changes in the scope of consolidation due to other reasons
Account for the changes in the scope of consolidation as a result of other reasons (for example new
establishments of subsidiaries liquidation of subsidiaries) and relevant circumstances:
□Applicable √Non-applicable
6. Others
□Applicable √Non-applicable
287 / 352Ningbo Tuopu Group Co. Ltd. Annual
Report 2024
X. Equity in Other Entities
1. Equity in Subsidiaries
(1). Composition of the group
√Applicable □Non-applicable
Unit: yuan Currency: RMB
Percentage of
Name of Principal Register Registere Nature of Shares (%) Method of
Subsidiary Business ed d
Site Capital Address
Business Direc Indire Acquisition
t ct
Tuopu Automobile RMB
Electronics Ningbo 2500 Ningbo
Manufacturi 100.0 Establishme
million ng 0 nt
Tuopu Thermal Ningbo RMB Ningbo Manufacturi 100.0 Establishme
Management 4500million ng 0 nt
Ningbo Ningbo Business
RMB combinatio
Tuopu Imp&Exp 200 Trading 100.0 n under
million 0 common
control
Ningbo Ningbo Trading Business
Tuopu Automobile RMB200 100.0
combinatio
Parts 0 n undermillion common
control
Ningbo Ningbo Trading Business
TUOPU RMB
VIBRO-ACOUSTI 200 100.0
combinatio
0 n underCS million common
control
Business
RMB Manufacturi 100.0 combinatioZhejiang Towin Jinhua 180 Jinhua ng 0 n not undermillion common
control
Business
RMB
Suining Tuopu Suining 150 Suining Manufacturi 100.0
combinatio
ng 0 n not undermillion common
control
USHONE Ningbo RMB 50 Ningbo 100.0 EstablishmeELECTRONIC Trading nt
CHASSIS million 0
Ningbo RMB Ningbo Manufacturi
Tuopu Chassis 600 ng 100.0
Establishme
nt
million 0
RMB Manufacturi 100.0 EstablishmeHunan Tuopu Xiangtan 800 Xiangtan ng 0 ntmillion
RMB Manufacturi Establishme
Skateboard Chassis Ningbo 4000 Ningbo ng 100.0 nt
million 0
Taizhou Tuopu Taizhou RMB Taizhou Manufacturi 100.0 Establishme
288 / 352Ningbo Tuopu Group Co. Ltd. Annual
Report 2024
100 ng 0 nt
million
SHANGHAI Shanghai RMB 50 Shanghai Manufacturi 100.0 EstablishmeTUOPUYALE million ng 0 nt
RMB Manufacturi Establishme
Pinghu Tuopu Jiaxing 208 Jiaxing ng 100.0
million 0
nt
Business
Tuopu North combinatio
America Limited Canada
CAD
10000 Canada Trading 51.00 n not undercommon
control
Tuopu USA LLC USA USD 5million USA Trading
100.0 Establishme
0 nt
Tuopu Poland Poland PLN 10 Manufacturi 100.0 Establishmemillion Poland ng 0 nt
RMB Manufacturi
Xi’an Tuopu Xi’an 200 Xi’an ng 100.0
Establishme
0 ntmillion
RMB Manufacturi 100.0 EstablishmeWuhan Tuopu Wuhan 150 Wuhan ng
million 0
nt
Sichuan Tuopu Linshui RMB 20 Linshui Manufacturi 100.0 Establishmemillion ng 0 nt
Manufacturi Business
RMB ng combinatio
Liuzhou Tuopu Liuzhou 100 Liuzhou 100.0 n under
million 0 common
control
RMB Manufacturi Establishme
Huzhou Tuopu Huzhou 350 Huzhou ng 100.0 nt
million 0
Baoji Tuopu Baoji RMB 50 Baoji Manufacturi 100.0 Establishmemillion ng 0 nt
Manufacturi Business
RMB ng combinatio
Yantai Tuopu Yantai 62.80 Yantai 100.0 n under
million 0 common
control
Manufacturi Business
USD ng combinatio
Ningbo Qianhui Ningbo 3.7551 Ningbo 51.00 n not under
million common
control
Shenyang Tuopu Shenyan RMB 10 Shenyan Manufacturi 100.0 Establishmeg million g ng 0 nt
Jinzhong Tuopu Jinzhong RMB 8 Manufacturi 100.0 Establishmemillion Jinzhong ng 0 nt
Manufacturi Business
Chongqi RMB Chongqi ng 100.0 combinatioChongqing Tuopu ng 14.6422 ng 0 n not undermillion common
control
Manufacturi Business
Hangzhou Tuopu Hangzho RMB 3 Hangzho 100.0u million u ng 0 combination not under
289 / 352Ningbo Tuopu Group Co. Ltd. Annual
Report 2024
common
control
RMB
Shanghai Towin Shanghai 121 Shanghai R&D 100.0
Establishme
0 ntmillion
Shenzhen Towin Shenzhen RMB 20million Shenzhen R&D
100.0 Establishme
0 nt
Ushone RMB Establishme
E-commerce Ningbo 100 Ningbo Service
100.0 nt
million 0
Ushone RMB Manufacturi 100.0 Establishme
Technology Ningbo 300 Ningbo ntmillion ng 0
RMB Establishme
Tuopu Investment Ningbo 200 Ningbo Investment 100.0 nt
million 0
Tuopu Hong RMB 33 Hong 100.0 Establishme
International Kong million Kong Investment 0 nt
Tuopu Industrial Ningbo RMB 20 Ningbo Manufacturi 100.0 EstablishmeAutomation million ng 0 nt
Tuopu North Establishme
America USA USA USD 10 USA Service 51.00 nt
Limited INC
Tuopu Sweden Sweden SEK50000 Sweden R&D
100.0 Establishme
0 nt
TUOPU DO BRL Manufacturi Establishme
BRASIL Brazil 80.8095 Brazil ng 99.96 0.04 ntmillion
MYR Manufacturi Establishme
Tuopu Malaysia Malaysia 2.50 Malaysia ng 100.0
million 0
nt
Chongqi RMB Chongqi ManufacturiChongqing Chassis 500 ng 100.0
Establishme
ng ng 0 ntmillion
RMB Manufacturi Establishme
Anhui Tuopu Huainan 600 Huainan ng 100.0 nt
million 0
MXN Manufacturi Establishme
Tuopu Mexico Mexico 245.5979 Mexico ng 99.00 1.00 nt
million
Tuopu Photovoltaic RMB 50 PowerTechnology Ningbo Ningbo generation 100.0
Establishme
nt
(Ningbo Beilun) million service 0
Tuopu Photovoltaic RMB Power Establishme
Technology Ningbo 100 Ningbo generation 100.0 nt
(Hangzhou Bay) million service 0
Tuopu Photovoltaic RMB 50 Power EstablishmeTechnology Jiaxing million Jiaxing generation
100.0 nt
(Pinghu) service 0
Tuopu Photovoltaic Power Establishme
Technology Taizhou RMB 20 100.0
(Taizhou) million
Taizhou generation
service 0
nt
Tuopu Photovoltaic RMB 10 Power EstablishmeTechnology Jinhua million Jinhua generation
100.0
(Jinhua) service 0
nt
Henan Tuopu Kaifeng RMB 50 Kaifeng Manufacturi 100.0 Establishme
290 / 352Ningbo Tuopu Group Co. Ltd. Annual
Report 2024
million ng 0 nt
Jinan Tuopu Jinan RMB 50 Jinan Manufacturi 100.0 Establishmemillion ng 0 nt
Tuopu Photovoltaic RMB 50 Power 100.0 EstablishmeTechnology Ningbo
(Ningbo Yinzhou) million
Ningbo generation 0 ntservice
Tuopu Photovoltaic
Technology Xiangtan RMB 50
Power Establishme
million Xiangtan generation
100.0 nt
(Xiangtan) service 0
Tuopu Photovoltaic RMB 30 Power 100.0 EstablishmeTechnology Wuhan million Wuhan generation nt(Wuhan) service 0
Tuopu Photovoltaic Power Establishme
Technology Guang’a RMB 20 Guang’an million n generation
100.0 nt
(Linshui) service 0
Tuopu Photovoltaic RMB 10 PowerTechnology Suining Suining generation 100.0
Establishme
nt
(Suiningn) million service 0
Tuopu Photovoltaic Power Establishme
Technology Liuzhou RMB 10million Liuzhou generation
100.0 nt
(Liuzhou) service 0
Tuopu Photovoltaic Power Establishme
Technology Shenyan RMB 10 Shenyan 100.0
(Shenyang) g million g
generation nt
service 0
Business
Ningbo Ningbo RMB 21 Ningbo Trading 100.0
combinatio
Automotive Trim million 0 n not underthe same
control
Business
combinatio
Langfang Tuopu Langfang RMB 20 Manufacturi 100.0million Langfang ng 0 n not underthe same
control
Business
Shenyang Maigao Shenyan RMB 35 Shenyan Manufacturi 100.0 combinatio
Tuopu g million g ng 0 n not underthe same
control
(2). Important non-wholly owned subsidiaries
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Percentage of Profit and loss Balance of
Name of shares held by attributable to
Dividends
declared to minority minority
Subsidiary minority minority shareholders'
shareholders shareholders in the
shareholders in the
current period equity at the endcurrent period of the period
Tuopu North 49.00% 99599.69 -1910842.79
America
Limited
Notes to the percentage of shares held by minority shareholder that is different from the percentage of
voting rights:
□Applicable √Non-applicable
291 / 352Ningbo Tuopu Group Co. Ltd. Annual
Report 2024
Other Notes:
□Applicable √Non-applicable
292 / 352Ningbo Tuopu Group Co. Ltd.
Annual Report 2024
(3). Main financial information of important non-wholly-owned subsidiaries
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Nam Balance at the end of the period Balance at the beginning of the period
e of
subs Curre Non-c Curre Non-cTotal nt urrent Total Curre Non-c
Curre Non-c Total
idiar nt urrent assets liabili liabilit Liabil nt urrent
Total nt urrent
y assets assets ities assets assets assets liabili liabilit
Liabil
ties ies ties ies ities
Tuopu
North 50940 7913 58853 62753 62753 56444 8948 65392 69495 69495
Ameri
ca 112.7 725.7 838.5 517.6 517.6 244.5 741.1 985.6 929.5 929.5
Limite 3 7 0 7 7 7 0 7 0 0
d
Amount incurred in the current period Amount incurred in previous period
Cash
Name flow Cash
of Total Totalfrom flow
Subsidi Operating Net comprehen Operating Net comprehen
profit operatin profit fromary income sive g income
sive
income income operating
activitie activities
s
Tuopu
North 12232741 232658 642183 12940503 792453 -2759177
49.97 .65 203264.66America 9.48 39.17 .45
842568.707.20
Limited
293 / 352Ningbo Tuopu Group Co. Ltd. Annual
Report 2024
(4). Significant restrictions on the use of group assets and the settlement of group debts
□Applicable √Non-applicable
(5). Financial support or other support provided to structured entities included in the scope of
consolidated financial statements
□Applicable √Non-applicable
Other notes:
□Applicable √Non-applicable
2. Transactions leading to a change in the share of owner's equity in the subsidiary and the control
over the subsidiary remains
□Applicable √Non-applicable
(1). Note to changes in share of ownership interests in subsidiaries
□Applicable √Non-applicable
(2). Effect of the transaction on minority interests and equity attributable to the parent company
□Applicable √Non-applicable
3. Rights and interests in joint ventures or associates
√Applicable □Non-applicable
(1). Important joint ventures or associates
√Applicable □Non-applicable
Name of Percentage of Shares Accounting
joint Principal Business Held (%) treatment of
venture or Business Registered investment in
associate Site Address
Nature Direct Indirect joint ventures or
associate
Tuopu
Electrical
Appliances Ningbo Ningbo Manufacturing 50.00 Equity method
Co. Ltd.(Note)
Note: Tuopu Electrical Appliances Co. Ltd. is hereinafter referred to as "Tuopu Electrical Appliances".
(2). Main financial information of important joint ventures
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Balance at the end of the Balance at the beginning of the
period/Amount incurred in the period/Amount incurred in previous
current period period
Tuopu Tuopu
Electrical Electrical
Appliances Appliances
Current assets 287030417.44 281521077.93
294 / 352Ningbo Tuopu Group Co. Ltd. Annual
Report 2024
Including: cash and
cash equivalents 10099557.61 36912035.93
Non-current assets 49532777.32 46509479.21
Total assets 336563194.76 328030557.14
Current liabilities 142404383.73 129151221.33
Non-current liabilities 416951.83 531850.99
Total liabilities 142821335.56 129683072.32
Minority shareholders'
equity
Equity attributable to
shareholders of the 193741859.20 198347484.82
parent company
Share of net assets
calculated at the
percentage of shares 96870929.60 99173742.41
held
Adjusted events -138245.41 -64653.71
--Goodwill
--Unrealized profits
from internal -138245.41 -64653.71
transactions
-Others
Book value of equity
investment in joint 96732684.19 99109088.70
ventures
Fair value of equity
investment in joint
ventures with public
offers
Operating income 441097928.46 342066211.10
Financial expenses -866599.61 10956.57
Income tax expense 14147365.74 10395145.73
Net profit 95394374.38 72600262.59
Net profit from
discontinued operations
Other comprehensive
income
Total comprehensive
income 95394374.38 72600262.59
Dividends received
from joint ventures in 50000000.00
this year
(3). Main financial information of important associates
□Applicable √Non-applicable
(4). Summary of financial information of unimportant joint ventures and associates
□Applicable √Non-applicable
295 / 352Ningbo Tuopu Group Co. Ltd. Annual
Report 2024
(5). Note to significant restrictions on the ability of joint ventures or associates to transfer funds to
the Company
□Applicable √Non-applicable
(6). Excess losses suffered by joint ventures or associates
□Applicable √Non-applicable
(7). Unconfirmed commitments related to joint venture investment
□Applicable √Non-applicable
(8). Contingent liabilities related to investment in joint ventures or associates
□Applicable √Non-applicable
4. Important joint operations
□Applicable √Non-applicable
5. Equity in structured entities not included in the scope of consolidated financial statements
Note to structured entities not included in the scope of the consolidated financial statements:
□Applicable √Non-applicable
6. Others
□Applicable √Non-applicable
XI. Government subsidies
1. Government grants recognized at the end of the reporting period based on amounts receivable
□Applicable √Not applicable
Reasons for failing to receive government grants in the estimated amount at the estimated point in time
□Applicable √Not applicable
296 / 352Ningbo Tuopu Group Co. Ltd.
Annual Report 2024
2. Liability items involving government grants
√Applicable □Not applicable
Unit: Yuan Currency: RMB
Amount
included Other
Amount of in Transferre changFinancial Opening new grants non-opera d to other es Asset/incstatement balance during the ting income durin
Closing
balance omeitems period income during the g the related
during the period perio
period d
Automobile
composite
fiber 141666.75 99999.96 41666.79 Asset
production related
project
Production
and
application
technology
transformatio 1750000.0 875000.0 875000.00 Asset
n project of 0 0 related
lightweight
materials for
vehicles
Technologica
l
transformatio
n project of
high-perform 4621219.3 660174.1 3961045.1 Asset
ance 0 7 3 related
Vibration
Control
system
Production
line
transformatio
n project of
high-perform 1102476.0 551238.0
ance 0 0 551238.00
Asset
related
Vibration
Control
system for
cars
Digital
workshop
project with
an annual 2837027.5 405289.6 2431737.9 Asset
capacity of 7 5 2 related
120000 sets
of intelligent
brake systems
Machine 472000.0 Asset
substitution 826000.00 0 354000.00 related
297 / 352Ningbo Tuopu Group Co. Ltd.
Annual Report 2024
for human
project with
an annual
capacity of
700000 sets
of Vibration
Control
products
Technologica
l
transformatio
n project of
high-perform 4456305.4 891261.0 3565044.3 Asset
ance 7 8 9 related
Vibration
Control
system for
automobiles
Technologica
l
Transformati
on Project of 4431366.6 815466.4 3615900.2 Asset
Automobile 8 8 0 related
Interior and
Exterior Trim
Parts
Technologica
l
Transformati
on Project of
Automobile 4576282.2 915256.4 3661025.7 Asset
Lightweight 2 4 8 related
Parts
Production
Line
Technologica
l
Improvement
Project for 8320980.1 1081924. 7239055.9 Asset
Automobile 1 14 7 related
Lightweight
Chassis
Components
Technologica
l
transformatio
n project of
automobile
lightweight 201116.20
108162.1
692954.04
Asset
related
chassis
system
production
line
Technologica
l 3831648.8 875375.1 2956273.7 Asset
Transformati 8 3 5 related
on Project of
298 / 352Ningbo Tuopu Group Co. Ltd.
Annual Report 2024
Automobile
Lightweight
Control Arms
Technologica
l
transformatio 5205287.1 664181.1 4541105.9 Asset
n project of 1 6 5 related
lightweight
auto parts
Tuopu
Intelligent
Automotive 21666885. 1385714. 20281171. Asset
Electronics 46 25 21 related
Industrial
Park Project
Digitalization
Workshop
Project of
Thermal
Management
System for 16410256. 2051282. 14358974. Asset
New Energy 42 05 37 related
Vehicles with
Annual
Capacity of
250000 Sets
Technology
Transformati
on Project for
New Energy 13594517. 1590333. 12004183. Asset
Vehicle 32 77 55 related
Chassis Key
Parts
New Energy
Vehicle
Intelligent 6433159.4 418651.5 6014507.9 Asset
Brake System 8 6 2 related
Digitalization
Workshop
New Energy
Vehicle
Electronic
Chassis
Critical 16719026. 1822117. 14896908. Asset
Components 09 60 49 related
Technologica
l
Transformati
on Project
Automotive
Industry to
New Energy
Transformati 5000000. 45871.56 4954128.4 Asseton and 00 4 related
Upgrading
Investment
Project
299 / 352Ningbo Tuopu Group Co. Ltd.
Annual Report 2024
Technologica
l
transformatio
n project for
the
production
line of 5790289.4 1000000. 4790289.2 Asset
automotive 3 20 3 related
lightweight
alloy parts
with an
annual
capacity of
300000 sets
Technologica
l
Transformati
on Project of
Automobile 3915520.2 573207.6 3342312.6 Asset
High-Perform 0 0 0 related
ance
Vibration
Control
System
Land leveling 7313818.9 154582.3 7159236.5 Asset
subsidies 0 2 8 related
Automotive
Parts
Production 66666861. 4500000. 62166861. Asset
and Industrial 65 00 65 related
Automation
Project
Automobile
Lightweight
Steering
System 16420799. 1990400. 14430399. Asset
Technologica 93 04 89 related
l
Transformati
on Project
2022
Automobile
Chassis
Vibration
Control 17929166. 2000000. 15929166. Asset
System 62 04 58 related
Technologica
l
Transformati
on Project
Automobile
High
Performance
Shock 4929166.6 650000.0 4279166.6 Asset
Absorption 2 2 0 related
System
Production
300 / 352Ningbo Tuopu Group Co. Ltd.
Annual Report 2024
Project with
an Annual
Capacity of 2
Million Sets
Technologica
l
Transformati
on Project for 2190900.7 288910.0 1901990.7 Asset
Automotive 6 2 4 related
NVH Interior
Trim Parts
Technologica
l
Transformati
on Project for 4929166.6 650000.0 4279166.6 Asset
Automotive 3 2 1 related
Lightweight
Components
Automotive
Lightweight
Components
Technologica
l
Transformati 4929166.6 650000.0 4279166.6 Asset
on Project 3 2 1 related
with an
Annual
Capacity of 3
million sets
District-level
Technologica
l
Transformati
on Project for 1683333.2 200000.0 1483333.2 Asset
New Energy 7 4 3 related
Vehicle Front
and Rear
Axle
Assembly
District-level
Technologica
l
Transformati 1683333.2 200000.0 1483333.2 Asset
on Project for 8 3 5 related
Lightweight
Steering
System
District-level
Technologica
l
Transformati
on Subsidies 1683333.2 200000.0 1483333.2 Asset
for 7 4 3 related
Automobile
Chassis
Vibration
Control
301 / 352Ningbo Tuopu Group Co. Ltd.
Annual Report 2024
System
Technologica
l
Transformati
on Project for
New Energy 15666666. 2000000. 13666666. Asset
Vehicle Front 59 04 55 related
and Rear
Axle
Assembly
2023
Technologica
l
Transformati
on Subsidies 3766666.6 399999.9 3366666.7 Asset
for 9 7 2 related
Automotive
Control Arm
Project
2023
lightweight
subframe 4930000.0 510000.0 4420000.0 Asset
digitalization 0 0 0 related
workshop
2024 NEV
Chassis
Structural
Parts 4000000.00 33333.33
3966666.6 Asset
Technology 7 related
Reform
Project
Hunan
Xiangtan
Auto Parts 14226009. 399721.0 811521.9 13814208. Asset
Industrial 67 0 5 72 related
Base Project
Tuopu NEV
Lightweight
Chassis
System and
Interior 57600000. 5760000. 51840000. Asset
Sound 00 00 00 related
Insulation
Parts System
Production
Base Project
Digital
workshop of
lightweight
chassis 5100000. 297500.0 4802500.0 Asset
system for 00 0 0 related
new energy
passenger
cars
Incentives for
Domestic 1000000.00 99999.96 900000.04
Asset
Equipment related
302 / 352Ningbo Tuopu Group Co. Ltd.
Annual Report 2024
Renewal and
Upgrading
Tuopu
Chassis Auto
Parts 15398446. 329378.5 15069067. Asset
Industrial 37 2 85 related
Base Project
Technologica
l
Transformati
on Project for
Lightweight
Automobile
Chassis 3563721.7 438669.9 3125051.7 Asset
System 4 6 8 related
Production
Line with an
Annual
Capacity of
100000 Sets
Production
line
technology
reform
project with
an annual 300000.0
output of 0 21052.64 278947.36
Asset
related
160000 sets
of automotive
interior
functional
parts
Production
line
technology
reform
project with
an annual 3492000. 254600.0 3237400.0 Asset
output of 00 0 0 related
150000 sets
of new
energy
automobile
chassis parts
Related Auto
Parts
Production
Line Project Asset
with an 401147.38 78814.82 322332.56 related
Annual
Capacity of
300000 sets
Automobile
Chassis
Components 4197999.5 103229.5 4094770.0 Asset
Project with 5 0 5 related
an Annual
303 / 352Ningbo Tuopu Group Co. Ltd.
Annual Report 2024
Capacity of
500000 sets
Production
Line Project
for Passenger
Car Chassis
Suspension 1398804.6 326052.9 1072751.6 Asset
Related Parts 4 6 8 related
with an
Annual
Capacity of
500000 sets
Technologica
l
transformatio
n project for
automobile
suspension 2339628.2 412001.7 1927626.4 Asset
chassis 0 6 4 related
production
line with an
annual
capacity of
500000 sets
Technologica
l
transformatio
n project for
automobile
front and rear
axle 409269.80
378110.8
031159.00
Asset
related
production
line with an
annual
capacity of
200000 sets
Technologica
l
transformatio
n project for
automobile
suspension 289187.5 Asset
chassis 818520.16 9 529332.57 related
production
line with an
annual
capacity of
300000 sets
Pinghu
Tuopu Auto
Parts 10346050. 795850.0 9550200.0 Asset
Production 00 0 0 related
Project
Automotive
Interior Trim 442375.18 110593.8 AssetParts 0 331781.38 related
Relocation
304 / 352Ningbo Tuopu Group Co. Ltd.
Annual Report 2024
Project with
an Annual
Output of
300000 Sets
Lightweight
Suspension
System
Technology
Reform 5188000.0 1245183. 3942816.6 Asset
Project with 0 33 7 related
an Annual
Output of
350000 Sets
NEV Battery
Bracket
Technical
Upgrading 5600000.0 326666.6 5273333.3 Asset
Project with 0 7 3 related
an Annual
Output of
200000 Sets
Automobile
Fabric 2087711.7 533032.7 1554678.9 Asset
Production 1 8 3 related
Line Project
Intelligent
Factory
Construction
Project for
Automobile 110000.0 Asset
Interior Trim 375833.31 0 265833.31 related
Parts with an
annual
capacity of 2
million sets
Technologica
l
transformatio
n project for
Auto Roof
and Carpet
Assembly 165000.0 Asset
Series 495000.00 0 330000.00 related
Interior Trim
Parts with an
annual
capacity of
1.6 million
sets
Liudong New
Area Auto
Parts 1109674.4 84279.16 1025395.2 Asset
Production 2 6 related
Project
Factory
Outdoor 5307890.1 393046.4 4914843.7 Asset
Supporting 6 6 0 related
305 / 352Ningbo Tuopu Group Co. Ltd.
Annual Report 2024
Engineering
Project
Shenyang
Tuopu Auto Asset
Parts Base 194444.39 - 194444.39 related
Project
Subsidies for
the Second
Batch of
Intelligent
Manufacturin
g Projects in
Beilun 5219966.4 106711.4 5113254.9 Asset
District in 2 4 8 related
2023 by
Beilun
District
Economy and
Information
Bureau
Tuopu Anhui 5949152.5 1000000 293560.4 15655592. Asset
land subsidies 5 0.00 8 07 related
Total 42422305 2929172 4549377 408021007.18 1.00 7.47 0.71
306 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
3. Government grants recognized in profit or loss for the period
√Applicable □Not applicable
Unit: Yuan Currency: RMB
Type Amount in current period Amount in prior period
Asset related 45493777.47 35415808.26
Income related 230306395.46 118982642.60
Total 275800172.93 154398450.86
Other notes:
Government grants related to assets
Unit: Yuan Currency: RMB
Amounts included in profit or loss
Items included in
Amounts of for the period or offset against
Items presented in the profit or loss for
government related cost and expense losses the period or offset
balance sheet against related cost
grants Amount in current Amount in prior and expense losses
period period
Automobile composite
fiber production project 1000000.00 99999.96 100000.00 Asset related
Production and
application technology
transformation project 7000000.00 875000.00 875000.00 Asset related
of lightweight materials
for vehicles
Technological
transformation project
of high-performance 5910700.00 660174.17 660174.18 Asset related
Vibration Control
system
Production line
transformation project
of high-performance 4409904.00 551238.00 551238.00 Asset related
Vibration Control
system for cars
Digital workshop
project with an annual
capacity of 120000 4041000.00 405289.65 405289.65 Asset related
sets of intelligent brake
systems
Machine substitution
for human project with
an annual capacity of
700000 sets of 4720000.00 472000.00 472000.00 Asset related
Vibration Control
products
Technological
transformation project
of high-performance 8250992.00 891261.08 891261.08 Asset related
Vibration Control
307 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Amounts included in profit or loss
Items included in
Amounts of for the period or offset against
Items presented in the profit or loss for
government related cost and expense losses the period or offset
balance sheet against related cost
grants Amount in current Amount in prior and expense losses
period period
system for automobiles
Technological
Transformation Project
of Automobile Interior 7794112.00 815466.48 815466.48 Asset related
and Exterior Trim Parts
Technological
Transformation Project
of Automobile 8443472.00 915256.44 915256.45 Asset related
Lightweight Parts
Production Line
Technological
Improvement Project
for Automobile 10458600.00 1081924.14 875375.14 Asset related
Lightweight Chassis
Components
Technological
transformation project
of automobile 1000500.00 108162.16 664181.16 Asset related
lightweight chassis
system production line
Technological
Transformation Project
of Automobile 8085312.00 875375.13 1420601.92 Asset related
Lightweight Control
Arms
Technological
transformation project
of lightweight auto 6125420.00 664181.16 108162.16 Asset related
parts
Tuopu Intelligent
Automotive Electronics 27000000.00 1385714.25 1081924.14 Asset related
Industrial Park Project
Digitalization
Workshop Project of
Thermal Management
System for New 20000000.00 2051282.05 2051282.05 Asset related
Energy Vehicles with
Annual Capacity of
250000 Sets
Technology
Transformation Project
for New Energy 15161900.00 1590333.77 1443211.99 Asset related
Vehicle Chassis Key
Parts
New Energy Vehicle
Intelligent Brake
System Digitalization 6489100.00 418651.56 55940.52 Asset related
Workshop
308 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Amounts included in profit or loss
Items included in
Amounts of for the period or offset against
Items presented in the profit or loss for
government related cost and expense losses the period or offset
balance sheet against related cost
grants Amount in current Amount in prior and expense losses
period period
New Energy Vehicle
Electronic Chassis
Critical Components 17936000.00 1822117.60 1216973.91 Asset related
Technological
Transformation Project
Automotive Industry to
New Energy
Transformation and 5000000.00 45871.56 Asset related
Upgrading Investment
Project
Technological
transformation project
for the production line
of automotive 10000000.00 1000000.20 1000000.20 Asset related
lightweight alloy parts
with an annual capacity
of 300000 sets
Technological
Transformation Project
of Automobile
High-Performance 5713900.00 573207.60 573207.60 Asset related
Vibration Control
System
Land leveling subsidies 7729116.00 154582.32 154582.32 Asset related
Automotive Parts
Production and
Industrial Automation 90000000.00 4500000.00 4500000.00 Asset related
Project
Automobile
Lightweight Steering
System Technological 19904000.00 1990400.04 1990400.04 Asset related
Transformation Project
2022 Automobile
Chassis Vibration
Control System 20000000.00 2000000.04 1912500.04 Asset related
Technological
Transformation Project
Automobile High
Performance Shock
Absorption System
Production Project with 6500000.00 650000.02 650000.02 Asset related
an Annual Capacity of
2 Million Sets
309 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Amounts included in profit or loss
Items included in
Amounts of for the period or offset against
Items presented in the profit or loss for
government related cost and expense losses the period or offset
balance sheet against related cost
grants Amount in current Amount in prior and expense losses
period period
Technological
Transformation Project
for Automotive NVH 2889100.00 288910.02 288910.02 Asset related
Interior Trim Parts
Technological
Transformation Project
for Automotive 6500000.00 650000.02 650000.02 Asset related
Lightweight
Components
Automotive
Lightweight
Components
Technological
Transformation Project 6500000.00 650000.02 650000.02 Asset related
with an Annual
Capacity of 3 million
sets
District-level
Technological
Transformation Project
for New Energy 2000000.00 200000.04 200000.04 Asset related
Vehicle Front and Rear
Axle Assembly
District-level
Technological
Transformation Project 2000000.00 200000.03 200000.03 Asset related
for Lightweight
Steering System
District-level
Technological
Transformation
Subsidies for 2000000.00 200000.04 200000.04 Asset related
Automobile Chassis
Vibration Control
System
Technological
Transformation Project
for New Energy 20000000.00 2000000.04 2000000.04 Asset related
Vehicle Front and Rear
Axle Assembly
2023 Technological
Transformation
Subsidies for 4000000.00 399999.97 233333.31 Asset related
Automotive Control
Arm Project
2023 lightweight
subframe digitalization 5100000.00 510000.00 170000.00 Asset related
workshop
310 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Amounts included in profit or loss
Items included in
Amounts of for the period or offset against
Items presented in the profit or loss for
government related cost and expense losses the period or offset
balance sheet against related cost
grants Amount in current Amount in prior and expense losses
period period
2024 NEV Chassis
Structural Parts
4000000.00 33333.33 Asset related
Technology Reform
Project
Hunan Xiangtan Auto Parts
15500279.00 811521.95 753423.59 Asset related
Industrial Base Project
Tuopu NEV
Lightweight Chassis
System and Interior
Sound Insulation Parts 57600000.00 5760000.00 Asset related
System Production
Base Project
Digital workshop of
lightweight chassis
system for new energy 5100000.00 297500.00 Asset related
passenger cars
Incentives for Domestic
Equipment Renewal 1000000.00 99999.96 Asset related
and Upgrading
Tuopu Chassis Auto
Parts Industrial Base 16000000.00 329378.52 329378.52 Asset related
Project
Technological
Transformation Project
for Lightweight
Automobile Chassis
System Production 4386700.00 438669.96 438669.96 Asset related
Line with an Annual
Capacity of 100000
Sets
Production line
technology reform
project with an annual
output of 160000 sets 300000.00 21052.64 Asset related
of automotive interior
functional parts
Production line
technology reform
project with an annual
output of 150000 sets 3492000.00 254600.00 Asset related
of new energy
automobile chassis
parts
311 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Amounts included in profit or loss
Items included in
Amounts of for the period or offset against
Items presented in the profit or loss for
government related cost and expense losses the period or offset
balance sheet against related cost
grants Amount in current Amount in prior and expense losses
period period
Related Auto Parts
Production Line Project
with an Annual 1110000.00 78814.82 86798.28 Asset related
Capacity of 300000
sets
Automobile Chassis
Components Project
with an Annual 5032438.00 103229.50 103229.50 Asset related
Capacity of 500000
sets
Production Line Project
for Passenger Car
Chassis Suspension
Related Parts with an 2539990.00 326052.96 326052.96 Asset related
Annual Capacity of
500000 sets
Technological
transformation project
for automobile
suspension chassis 3541300.00 412001.76 412001.76 Asset related
production line with an
annual capacity of
500000 sets
Technological
transformation project
for automobile front
and rear axle 3056045.00 378110.80 378110.76 Asset related
production line with an
annual capacity of
200000 sets
Technological
transformation project
for automobile
suspension chassis 2582045.00 289187.59 289187.22 Asset related
production line with an
annual capacity of
300000 sets
Pinghu Tuopu Auto
Parts Production 14470000.00 795850.00 795850.00 Asset related
Project
Automotive Interior
Trim Parts Relocation
Project with an Annual 965300.00 110593.80 110593.80 Asset related
Output of 300000 Sets
Lightweight
Suspension System
Technology Reform 5188000.00 1245183.33 Asset related
Project with an Annual
312 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Amounts included in profit or loss
Items included in
Amounts of for the period or offset against
Items presented in the profit or loss for
government related cost and expense losses the period or offset
balance sheet against related cost
grants Amount in current Amount in prior and expense losses
period period
Output of 350000 Sets
NEV Battery Bracket
Technical Upgrading
Project with an Annual 5600000.00 326666.67 Asset related
Output of 200000 Sets
Automobile Fabric
Production Line Project 4104000.00 533032.78 533032.78 Asset related
Intelligent Factory
Construction Project
for Automobile Interior
Trim Parts with an 1100000.00 110000.00 110000.00 Asset related
annual capacity of 2
million sets
Technological
transformation project
for Auto Roof and
Carpet Assembly Series 1650000.00 165000.00 165000.00 Asset related
Interior Trim Parts with
an annual capacity of
1.6 million sets
Liudong New Area
Auto Parts Production 1510000.00 84279.16 84279.07 Asset related
Project
Factory Outdoor
Supporting Engineering 7000011.00 393046.46 393046.46 Asset related
Project
Shenyang Tuopu Auto
Parts Base Project 2000000.00 Asset related
Subsidies for the
Second Batch of
Intelligent
Manufacturing Projects
in Beilun District in 5300000.00 106711.44 80033.58 Asset related
2023 by Beilun District
Economy and
Information Bureau
Tuopu Anhui land
subsidies 6000000.00 293560.48 50847.45 Asset related
Total 559791236.00 45493777.47 35415808.26
Government grants related to income
Unit: Yuan Currency: RMB
Items recognized in profit Amount of Amount recognized in profit or loss or offsetting
or loss or offsetting government related cost and expense losses
related cost and expense subsidies Amount in current period Amount in prior period
losses 313 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Items recognized in profit Amount recognized in profit or loss or offsetting
Amount of
or loss or offsetting related cost and expense losses
government
related cost and expense
subsidies Amount in current period Amount in prior period
losses
Industrial special fund
subsidies 6090000.00 6090000.00 1804500.00
Output value up to the
standard 1278000.00 1278000.00 950000.00
Subsidies for recruitment
of talents 1271468.62 1271468.62 1119299.00
Reward for receiving
government refinancing 1000000.00
incentive
Subsidies for job
stabilization 3681622.28 3681622.28 1248201.30
One-time job expansion
subsidy 201000.00 201000.00 270640.88
Enterprise cultivation
incentive 4200.00 4200.00 300000.00
Post-subsidy for
enterprise R&D 3852028.00 3852028.00 8254200.00
investment
Subsidies for newly
established enterprises in
the manufacturing 580000.00 580000.00 50000.00
industry
Subsidies for upgrading
in 2022 100000.00
Government incentive
subsidies 4640786.00 4640786.00 16971159.94
Subsidies for key groups
in the August signed 8000.00
batch
Subsidies for the
unemployed 111550.00
Subsidy for operation and
maintenance of pollution
source self-control 48000.00 48000.00 60000.00
system
Subsidies for enterprise
assessment 1850000.00 1850000.00 12781000.00
Subsidy for going global
strategy 112800.00
Green factory subsidy
200000.00200000.00300000.00
Order return subsidy
1173200.00
Support subsidies
1192294.971192294.973460300.00
Supply chain project
incentive 500000.00
Tax subsidies
50750000.0050750000.0064043990.48
Incentives for industrial
production and capacity 1000000.00
314 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Items recognized in profit Amount recognized in profit or loss or offsetting
Amount of
or loss or offsetting related cost and expense losses
government
related cost and expense
subsidies Amount in current period Amount in prior period
losses
expansion
Award for quality
investment projects in the
new district industrial 800000.00 800000.00 450000.00economy "Rank List”
Subsidies for promoting
enterprise development 425210.00
Subsidies for science and
technology rewards 382875.00
Provincial industrial
design center 250000.00
Technology subsidies
884500.00884500.00460000.00
Government economic
conference reward 50000.00
Progress subsidies 580000.00
Electricity subsidies
764916.00
Subsidy for vocational
skills training at Pinghu
Employment 800.00
Management Center
Benchmarking Enterprise
Subsidy 20000.00 20000.00
Invention Patent Subsidy
20000.0020000.00
Housing rental subsidy
331840.00331840.00
High-tech Enterprise
Subsidy 420000.00 420000.00
Car Purchase Subsidy
320000.00320000.00
Energy efficiency grants
439108.00439108.00
Import Incremental
Subsidy 56200.00 56200.00
Subsidy for Quality
Development of NEVs 150755900.00 150755900.00
R&D Investment of
Science and Technology 306400.00 306400.00
Bureau
Government Subsidy for
Enterprise Certification
of National Integration of
Informatization and 150000.00 150000.00
Industrialization
Management System
Social Security Subsidy
121299.59121299.59
Provincial Contingency
Funds for Industrial 19748.00 19748.00
315 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Items recognized in profit Amount recognized in profit or loss or offsetting
Amount of
or loss or offsetting related cost and expense losses
government
related cost and expense
subsidies Amount in current period Amount in prior period
losses
Development
Statistics funding
12000.0012000.00
Bonus for dynamic entry
of high-quality 10000.00 10000.00
development in Yuchi
Total 230306395.46 230306395.46 118982642.60
XI. Risks related to financial instruments
1. Risks related to financial instruments
√Applicable □Non-applicable
The Company faces various financial risks in the course of its operations: credit risk liquidity risk
and market risk (including exchange rate risk interest rate risk and other price risks). The said financial
risks and the risk management policies adopted by the Company to reduce these risks are described
below:
The Board of Directors is responsible for planning and establishing the risk management structure
applicable to the Company laying down the risk management policies and guidelines and supervising
the implementation of risk management measures. The Company has laid down some risk management
policies to identify and analyze the risks exposed to it. These risk management policies clearly identify
specific risks ranging from market risk credit risk to liquidity risk management. The Company assesses
the market environment and changes in its business activities at regular intervals in order to decide
whether to update the risk management policy and system or not. Its risk management is carried out by
the Risk Management Committee in accordance with the policies approved by the Board of Directors.Risk Management Committee will identify evaluate and avoid related risks by maintaining a close
cooperation with other business units within the Company. The internal audit division conducts regular
audits on risk management control and procedures and reports the audit results to the Auditing
Committee of the Company.The Company carries out the diversification of risks in financial instruments through appropriate
diversified investment and business portfolios and prepares appropriate risk management policies to
reduce the risk concentrated in a single industry specific region or specific counterparty.
1. Credit risk
Credit risk refers to the risk of the company's financial losses due to the failure of the counterparty
to perform its contractual obligations.The credit risk exposed to the Company mainly arises from monetary funds notes receivable
accounts receivable accounts receivable financing other receivables as well as those debt instrument
investments and derivative financial assets that are not included in the scope of impairment assessment
and are measured at fair value and whose changes are included in the current profit and loss. On the
balance sheet date the book value of the Company's financial assets has represented its maximum credit
risk exposure.The monetary funds owned by the Company are mainly bank deposits deposited in well-reputated
state-owned banks with high credit ratings and other large and medium-sized listed banks. In the opinion
of the Company there is no significant credit risk and there will be almost no critical loss caused by
bank defaults.The Company lays down relevant policies to control credit risk exposure in respect of notes
receivable accounts receivable financing receivables and other receivables. The Company assesses the
316 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
credit profile of each customer and defines the credit term based on its financial standing the possibility
of obtaining guarantees from a third party credit record and other factors such as current market
condition. The Company will monitor the credit record of each customer at regular intervals. For those
found with poor credit record the Company will maintain its overall credit risk to the extent controllable
by written demand shortening or cancellation of credit term.
2. Liquidity risk
Liquidity risk refers to the risk of a shortage of funds when an enterprise fulfills its obligation of
settlement by cash or other financial assets.The Company's policy is to ensure that there is sufficient cash to repay the liabilities due. The
liquidity risk is under the concentrated control of the Company's Financial Department. Through
monitoring the balance of cash and securities cashable at any time and rolling forecasting the cash flow
in the next 12 months the Financial Department ensures that the Company has sufficient funds to repay
its debts under all reasonable predictions. And it will continue to monitor whether the Company
complies with the provisions of the borrowing agreement and obtains commitments from major financial
institutions to provide sufficient reserve funds to meet its funding needs whether short term or long
term.
3. Market risk
The market risk of financial instruments refers to the risk of fluctuation at fair value of financial
instruments or future cash flows with the change of market prices including exchange rate risk interest
rate risk and other price risks.
(1) Interest rate risk
The interest rate risk refers to the risk in which the fair value or future cash flow of financial
instruments changes due to the change of market interest rate.Interest-bearing financial instruments applicable to fixed interest rates and floating interest rates
bring the Company up to fair value interest rate risk and cash flow interest rate risk respectively. The
Company ascertains the ratio of fixed interest rates to floating interest rate instruments based on the
market environment and maintains an appropriate portfolio of fixed and floating interest rate
instruments at regular intervals. If necessary the Company will adopt interest rate swap instruments to
hedge interest rate risk.On December 31 2024 if other variables remain the same the borrowing interest rate calculated by
floating interest rate rises or falls by 100 base points the Company's net profit will decrease or increase
by RMB 42886706.74. In the opinion of the management100 base points can reasonably reflect the
reasonable range of possible changes in interest rates in the next year.
(2) Exchange rate risk
Exchange rate risk refers to the risk that the fair value of financial instruments or future cash flows
will fluctuate due to changes in foreign exchange rates.The Company will try its best to match the revenues with the expenses in foreign currency to lower
the exchange rate risk. In addition the Company may also sign forward foreign exchange contracts or
currency swap contracts to avoid exchange rate risks. In the current period and the previous period the
company did not sign any forward foreign exchange contracts or currency swap contracts.The exchange rate risk faced with by the Company is mainly from financial assets and liabilities in
USD. The amounts of assets and liabilities in foreign currencies and converted into RMB are presented
as below:
Balance at the end of the period Balance at the End of Last Year
Other Other
Item
US dollars foreign Total US dollars foreign Total
currencies currencies
Cash and 151034970.51 731494352.01 882529322.52 272871157.38 179132342.92 452003500.30
317 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Balance at the end of the period Balance at the End of Last Year
Other Other
Item
US dollars foreign Total US dollars foreign Total
currencies currencies
bank
balances
Accounts
530023415.72477340749.181007364164.90530455755.57411937700.49942393456.06
receivable
Other
26340419.7627951493.8154291913.5717549238.9713482218.1231031457.09
Receivables
Accounts
78335295.35119741542.45198076837.8062456222.83113998603.33176454826.16
payable
Other
195563.37553530.15749093.52555541.92428818.53984360.45
Payables
Total 785929664.71 1357081667.60 2143011332.31 883887916.67 718979683.39 1602867600.06
On December 31 2024 if all other variables remain the same if the exchange rate of RMB against
any of foreign currencies (principally USD Euro CAD BRL MYR SEK PLN) appreciates or
depreciates by 5% the Company will Increase or decrease the net profit by RMB 87267973.48 . In the
opinion of the management 5% can reasonably reflect the reasonable range of possible changes in the
exchange rate of RMB against USD in the next year.
(3) Other price risks
Other price risk refers to the risk that the fair value or future cash flow of financial instruments
will fluctuate due to changes in market prices other than exchange rate risk and interest rate risk.Other price risks exposed to the Company mainly arise from investments in various equity
instruments and there is a risk of changes in the price of equity instruments.
2. Hedging
(1) The company conducts hedging business for risk management
□Applicable √Not applicable
Other notes：
□Applicable √Not applicable
(2) The Company conducts eligible hedging operations and applies hedge accounting
□Applicable √Not applicable
Other notes：
□Applicable √Not applicable
(3) The company conducts hedging business for risk management and expects to achieve the risk
management objectives but does not apply hedge accounting.□Applicable √Not applicable
318 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Other notes：
□Applicable √Not applicable
3. Transfer of financial assets
(1) Classification of transfer methods
√Applicable □Not applicable
Unit: Yuan Currency: RMB
Mode of transfer Nature of financial
Amount of Derecognition of Judgment basis for
assets transferred financial assetstransferred financial assets derecognition
Since the credit
risk and deferred
payment risk of
bankers'
acceptances in
receivables
financing are
small and the
Outstanding bank interest rate risk
Endorsement acceptance notesin receivables 2211234460.82 Derecognition
related to the notes
has been
financing transferred to the
bank it can be
judged that the
major risks and
rewards of title of
the notes have
been transferred
so they are
derecognized.Total / 2211234460.82 / /
(2) Financial assets derecognized due to transfer
√Applicable □Not applicable
Unit: Yuan Currency: RMB
Item Mode of transfer of Amount of financial Gain or loss related tofinancial assets assets derecognized derecognition
Accounts receivable Endorsement
financing 2211234460.82
Total / 2211234460.82
(3) Transferred financial assets with continuing involvement
□Applicable √Not applicable
Other notes
□Applicable √Not applicable
XII. Disclosure of Fair Values
1. Fair values of the assets and liabilities at the end of the period
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
319 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Fair value at the end of the period
Fair value Fair value
Item measurement measurement Fair value
at the at the measurement at the Total
first-level second-level third-level
I. Constant
measurement at fair
value
(I) Trading Financial
Assets 1050000000.00 1050000000.00
1. Financial assets at
fair value through profit 1050000000.00 1050000000.00
or loss in this period
(1) Investment in debt
instruments
(2) Investment in
equity instrument
(3)Derivative
Financial Assets
(4) Other 1050000000.00 1050000000.00
2. Designated
financial assets that are
measured at fair value
and whose changes are
included in the current
profit and loss
(1) Investment in debt
instruments
(2) Investment in
equity instrument
(II) Investment in
Other Creditor's Rights
(III) Investment in
Other Equity
Instruments
(IV) Investment
Property
1. Land use rights for
lease
2. Rented buildings
3. Land use rights held
and prepared to transfer
after appreciation
(v) Biological assets
1. Expendable
biological assets
2. Productive biological
assets
(VI) Receivables
financing 2659789309.01 2659789309.01
Total assets measured
at fair value on an 3709789309.01 3709789309.01
ongoing basis
(VI) Financial
liabilities held for
320 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
trading
1. Financial liabilities
that are measured at
fair value and whose
changes are included in
the current profit and
loss
Including: issued
trading bonds
Derivative
Financial Liabilities
Others
2. Designated
Financial Liabilities
Measured in Fair Value
with Changes Recorded
into Current Profit and
Loss
Total amount of
liabilities constantly
measured at their fair
values
II. Non-continuous
fair value
measurement
(1) Held-for-sale
assets
Total assets that are
not continuously
measured at fair value
Total liabilities not
continuously
measured at fair value
2. Determination basis for the market price of continuous and non-continuous first-level fair value
measurement projects
□Applicable √Non-applicable
3. Qualitative and quantitative information on the valuation techniques used and important
parameters for continuous and non-continuous second-level fair value measurement items
□Applicable √Non-applicable
4. Continuous and non-sustainable third-level fair value measurement projects qualitative and
quantitative information on valuation techniques and important parameters used
√Applicable □Non-applicable
1. For bank financial products included in trading financial assets the Company uses the expected
rate of return to forecast future cash flows the unobservable estimate is the expected rate of return and
the fair value is determined at the end of the period based on the amount that is expected to be recovered
with a high probability.
2. For receivables financing the Company determines the fair value of the promissory notes at the
end of the period based on the face amount considering the small difference between the face amount
and the fair value.
321 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
5. Continuous third-level fair value measurement items adjustment information between the book
value at the beginning of the period and that at the end of the period and sensitivity analysis of
unobservable parameters
□Applicable √Non-applicable
6. Continuous fair value measurement items if there is a conversion between levels occurred in the
current period the reasons for the conversion and the policies for determining the time point of
the conversion
□Applicable √Non-applicable
7. Changes in valuation technique in the current period and reasons for the changes
□Applicable √Non-applicable
8. The fair value of financial assets and financial liabilities not measured at fair value
√Applicable □Non-applicable
The Company's financial assets and financial liabilities that are measured at amortized cost consist
mainly of cash funds notes receivable accounts receivable other receivables short-term borrowings
notes payable accounts payable other payables non-current liabilities due within one year long-term
borrowings and bonds payable.The differences between the carrying amounts and fair values of the Company's financial assets and
liabilities not measured at fair value were minimal and are not disclosed in detail.
9. Others
□Applicable √Non-applicable
XIII. Related Parties and Related-party Transactions
1. Condition of the parent company
√Applicable □Non-applicable
Unit： Yuan Currency： HKD
Percentage of Percentage of
Name of parent Registered Nature of Registered
the Company’s the Company’s
company business capital shares held by voting rights heldaddress the parent by the parent
company (%) company (%)
MECCA
INTERNATIONAL Hong
HOLDING （HK） Kong Investment 1000000.00 59.66 59.66
LIMITED
The ultimate controlling party of the Company is Wu Jianshu.
2. Subsidiaries of the Company
More details of the subsidiaries of the Company are available in the notes.√Applicable □Non-applicable
For details of the Company's subsidiaries refer to "X. Equity in other entities" in these notes.
3. Joint ventures and associates of the Company
More details of the important joint ventures and associates of the Company are available in the note.√Applicable □Non-applicable
For details of the Company's subsidiaries refer to "X. Equity in other entities" in these notes.The situation of other joint ventures or associates that have related party transactions with the company
during the current period or the balance of the related party transactions with the Company in the
previous period is listed as follows.
322 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
□Applicable √Non-applicable
Other notes
□Applicable √Non-applicable
4. Other related parties
√Applicable □Non-applicable
Name of Other Related Party Relationship between Other Related Party and the
Company
Ninghai Jinsuoer Auto Parts Co. Ltd. (Note A company controlled by the niece of the actual
1) controller of the Company
Ninghai Saipu Rubber and Plastic Parts A company controlled by the niece of the actual
Factory(Note 1) controller of the Company
Ninghai Jinxin Packaging Co. Ltd. A company controlled by the young sister of the actualcontroller of the Company
Ninghai Zhonghao Plastic Products Co. An officer’s brother-in-law holds 40% of the shares and
Ltd. serves as an executive director of the company
Ninghai Xidian Qingqing Plastic Factory A company controlled by the elder sister andbrother-in-law of the officer of the Company
Ningbo Hongke Auto Parts Co. Ltd.(Note A company controlled by the niece’s husband of the
1) actual controller of the Company
Ningbo Gloyel Intelligent Technology Co. Other company controlled by the actual controller of the
Ltd. Company
Ningbo Gloyel Motor Technology Co. Ltd. Other company controlled by the actual controller of theCompany
Gloyel Electric (Ningbo) Co. Ltd. Other company controlled by the actual controller of theCompany
Ningbo Gloyel New Energy Technology Other company controlled by the actual controller of the
Co. Ltd. Company
Ningbo Borgers Tuopu Automobile Parts Joint venture
Co. Ltd.(Note 2)
Additional Notes:
Note 1: Ninghai Jinsuoer Auto Parts Co. Ltd. Ninghai Saipu Rubber and Plastic Parts Factory and
Ningbo Hongke Auto Parts Co. Ltd are controlled by the nieces and nephews of Mr. Wu Jianshu the
actual controller of the Company. According to the definition of connected persons for listed companies
as outlined in section 6.3.3 of the Rules Governing the Listing of Stocks on the Shanghai Stock
Exchange (revised in August 2023) these entities do not qualify as connected persons of the Tuopu
Group. Their routine transactions with the Tuopu Group are not classified as connected transactions and
their total business volume represents a relatively minor percentage of the Company's revenue.Beginning in 2024 the Company will cease to recognize these three entities as related parties and future
regular reports announcements regarding daily connected transactions and other documentation will no
longer include details about the amounts and balances of transactions with them.Note 2: In January 2024 the Company entered into an Equity Transfer Agreement with Johann
Borgers GmbH ('Borgers') the foreign stakeholder of the joint venture Ningbo Borgers Tuopu
Automobile Parts Co. Ltd. ('Borgers'). Under this agreement the Company plans to transfer a 50%
equity stake in Ningbo Borgers which is held by Borgers for a cash payment of EUR 2450000.00. The
necessary industrial and commercial modifications for Ningbo Borgers were finalized in February 2024
and the Company made the equity transfer payment on April 25 2024 thereby completing the
acquisition on the same date. Consequently Ningbo Borgers Tuopu Automobile Parts Co. Ltd. was
classified as a joint venture of the Company from January to April 2024 as indicated in the
aforementioned table.
323 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
5. Related party transactions
(1). Purchase and sale of goods provision and acceptance of labor related transactions
Purchase of goods/acceptance of labor
√Applicable □Not applicable
Unit: Yuan Currency: RMB
Whether the
Related Related-party Amount incurred Approved transaction Amount incurred
party transaction in the current transaction limit limit is in previousperiod (if applicable) exceeded (if period
applicable)
Tuopu
Electrical
Appliances Material 625413.19 700000.00 No 354655.74
Co. Ltd.Ningbo
Borgers
Tuopu
Automobile Material 569441.83 5000000.00 No 12015360.64
Parts Co.Ltd.Ninghai
Jinxin
Packaging Material 17139923.08 20000000.00 No 17971016.78
Co. Ltd.Ninghai
Zhonghao
Plastic Material 30470694.18 32000000.00 No 21700109.25
Products
Co. Ltd.Ninghai
Xidian
Qingqing Material 7919514.41 7000000.00 Yes 5676089.47
Plastic
Factory
Ningbo
Gloyel
Intelligent Equipment 121657689.25 120000000.00 Yes 42785724.15
Technology
Co. Ltd.Ningbo
Gloyel Material
Motor laborservices et 81355664.61 85000000.00 No 37384794.59Technology
Co. Ltd. al.Gloyel Material
Electric labor
(Ningbo) services et 5719305.59 6000000.00 No 4747234.44
Co. Ltd. al.Ningbo
Gloyel New Material
Energy labor
Technology services et
4513060.17 6000000.00 No
Co. Ltd. al.List of sale of goods/rendering of labor services
√Applicable □Non-applicable
324 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Unit: Yuan Currency: RMB
Related party Content of related Amount incurred in Amount incurred intransaction the current period previous period
Tuopu Electrical Goods labor services
Appliances Co. Ltd. et al. 4832633.33 5264588.45
Ningbo Borgers Tuopu Goods labor services
Automobile Parts Co. et al. 22874395.34 135889811.34
Ltd.Ningbo Gloyel Motor
Technology Co. Ltd. Goods 1338213.40 1359110.64
Notes to related-party transactions in the purchase and sale of goods rendering and acceptance of labor
services
□Applicable √Non-applicable
(2). Related trusteeship management/contracting and entrusted management/outsourcing
List of trusteeship management/contracting of the Company:
□Applicable √Non-applicable
Related trusteeship/contracting
□Applicable √Non-applicable
List of entrusted management/outsourcing
□Applicable √Non-applicable
Related management/outsourcing
□Applicable √Non-applicable
(3). Related leases
The Company as lessor:
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Rental income
Name of tenant Kind of lease assets recognized in the current Rental income recognized
period in previous period
Ningbo Borgers
Tuopu Houses and
Automobile Parts structures 846238.53
Co. Ltd.Ningbo Gloyel Houses and
Electric Motor structures
Technology Co. 198165.14 198165.14
Ltd.Ningbo Gloyel Houses and
Intelligent structures
Technology Co. 308715.60 346977.93
Ltd.
325 / 352Ningbo Tuopu Group Co. Ltd.
Annual Report 2024
The Company as lessee:
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Simplified
treatment of Variable
rental lease
expenses for payments
short-term not included Interest expense Increased
leases and in the Rent paid on lease liability right-of-use
leases of measuremen assumed assets
low-value t of the lease
Nam Kind assets (if liability (if
e of of applicable) applicable)
tenan lease Amo
t assets unt Amo
Amo
unt Amo Amou
incu unt unt Amoun Amou Amoun
rred incur
incu Amoun Amoun nt
red rred
incur t nt
red t incurre t incurr incurr
t
in in incurre incurre ed in incurre
the in the in d in the d in ed in d in
curr previ curr previ current previou
d in the the
current previo curren previou
ent ous ent ousperio perio period
s period us t s
peri period period period
od d
peri d periodod
Gloy
el
Elect Hous
ric esand 31294 31294 11847 1419 3633 86517(Nin struct 89.91 89.91 71.24 10.04 73.85 58.24gbo)
Co. ures
Ltd.Affiliated leases
□Applicable √Non-applicable
326 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(4). Related guarantees
The Company as guarantor
√Applicable □Non-applicable
Unit：in 10000 Yuan Currency：RMB
Guaranteed party Guaranteedamount From Until
Whether the guarantee
has been fulfilled
Tuopu Poland 5417.44 Refer to Note (1) Refer to Note (1) No
Tuopu Mexico 10276.00 2023-11-1 2030-10-31 No
Tuopu Mexico 26995.96 2023-11-15 2034-1-14 No
Tuopu Mexico 3967.95 2024-2-6 2029-7-15 No
The Company as guaranteed party
□Applicable √Non-applicable
Notes to related guarantees
√Applicable □Non-applicable
(1) For smooth conduct of business operations in Europe Tuopu Poland sp.z.o.o ("Tuopu Poland")
is a wholly-owned subsidiary established by Tuopu Group in Poland in March 2021. It leases 7R
PROJEKT 35 Sp. z.o.o ("7R Project Company") customized industrial plants in Poland (including
office areas production areas and warehouses). According to business practice and actual needs the
Company provided performance bond for the said lease agreement and authorized the chairman or
authorized representative to sign the relevant guarantee. The total liability of the letter of guarantee must
not exceed 7 million euros (about RMB 54.1744 million) and the maturity period covers the entire term
of the said lease agreement and five months after its expiration or termination but no later than August 1
2029.
(2) In order to expand its business in North America TUOPU GROUP MEXICOS.de R.L. de C.V
("Tuopu Mexico") a subsidiary of the Company has hired David Wolberg Peia Armando Arturo
González Gutiérrez a natural person and Alberto González Gutiérrez Adrián González Gutiérrez a
natural person Arturo González Gutiérrez Alberto González Gutiérrez and Adrián González Gutiérrez
natural persons (hereinafter collectively referred to as the "Lessors") and has concluded an agreement
with the legal representatives of the five aforementioned co-owners. A lease agreement has been signed
with Irma Garza Ita the legal representative of the five co-owners mentioned above. The agreement
provides for monthly rent payments beginning on November 1 2023 and ending after 84 months (i.e.October 31 2030). In view of the business practice and practical needs the Company provided
guarantee for the rent agreed in the said lease agreement and authorized the Chairman of the Board of
Directors or his authorized representative to sign the guarantee. The total liability of the guarantee will
not exceed USD14 million (approximately RMB102.76 million) and the validity period of the guarantee
covers the entire validity period of the said lease agreement.
(3) In order to continue to expand its business in North America Tuopu Mexico a subsidiary of
the Company leased an industrial building located in the State of Nuevo León Mexico (hereinafter
referred to as the "Phase II Building") to BANCO ACTINVE S.A. INSTITUCIóN DE
BANCAMULTIPLE GRUPOFINANCIERO ACTINVER COMO FIDUCIARIO DELFIDEICOMISO
F/ 1401 a lessor for use as the second phase of Tuopu Mexico's plant for automotive parts. 1401 leased
its industrial building located in Nuevo Leon Mexico as the second phase of the Tuopu Mexico Plant
(hereinafter referred to as the "second phase") for the production of automotive parts and entered into a
lease agreement with it for a term commencing on November 15 2023 and ending on January 14 2034
which is expected to be completed by the end of the lease term. In view of the business practice and
practical needs Tuopu USA LLC a wholly-owned subsidiary of the Company has provided a
guarantee for the rental and related taxes agreed in the aforesaid lease agreement with the total
guarantee liability not exceeding USD 35 million (approximately RMB 248335500) and the validity
period of the guarantee will cover the entire validity period of the aforesaid lease agreement. At the same
time the Board agreed that the Company shall deliver to the Lessor a standby letter of credit issued by a
commercial bank to secure the lease of the Phase II Plant with a standby letter of credit in the amount of
USD 3047669.86 (approximately RMB 21624131.96) which is equivalent to the first year's rent of
327 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
the Phase II Plant (including relevant taxes). The total amount of the above guarantees is USD
38047669.86 (approximately RMB 269959631.96).
(4) To facilitate its business expansion in North America TUOPU GROUP MEXICOS.de R.L.
de C.V (“Tuopu Mexico”) a subsidiary of the Company has entered into a lease agreement for an
industrial facility situated in Nuevo León Mexico with the lessor Banco Monex S.A. I.B.M. Monex
Grupo Financiero acting as Trustee of Trust F/3485. This facility will serve as an automotive trim plant
(“Automotive Trim Plant”) for the production of automotive parts at the Tuopu Mexico facility. The
lease agreement executed on 6 February 2024 spans a duration of five years. In alignment with
business practices and operational requirements the Board of Directors has resolved that the Company
will issue standby letters of credit to guarantee the rental obligations stipulated in the aforementioned
lease. The total value of the two standby letters of credit amounts to USD5582293.2 (approximately
RMB39679480.77) covering 24 months of rent exclusive of tax. The contract is effective from 6
February 2024 until 15 July 2029.
(5). Borrowed funds from related parties
□Applicable √Non-applicable
(6). Asset transfer and debt restructuring of related parties
□Applicable √Non-applicable
(7). Remuneration of key management members
√Applicable □Non-applicable
Unit：in 10000 Yuan Currency：RMB
Item Amount incurred in the current Amount incurred inperiod previous period
Remuneration from key 2332.37 2116.55
management members
(8). Other related-party transactions
□Applicable √Non-applicable
6. Accounts receivable and payable of related parties
(1). Items of receivable
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Related Balance at the end of the period
Balance at the beginning of the
Item periodparty Book balance Bad debt Book balance Bad debtprovision provision
Tuopu
Accounts Electrical
receivable Appliances 2273174.26 113658.71 2828883.09 141444.15
Co. Ltd.Ningbo
Accounts Gloyel
receivable Intelligent 174444.63 8722.23Technology
Co. Ltd.Accounts Ningbo
receivable Borgers 40000051.53 2000002.58Tuopu
328 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Automobile
Parts Co.Ltd.Ningbo
Accounts Gloyel
receivable Motor 906409.46 45320.47Technology
Co. Ltd.Ningbo
Other Gloyel
non-current Intelligent 1277000.00 2387197.00
assets Technology
Co. Ltd.Ningbo
Other Gloyel
non-current Electric 504065.41
assets (Ningbo)
Co. Ltd.
(2). Items of payable
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Related party Book balance at the Book balance at theend of the period beginning of the period
Accounts payable Tuopu ElectricalAppliances Co. Ltd. 586818.66 424128.00
Accounts payable Ningbo Borgers
Tuopu Automobile 2584443.67
Parts Co. Ltd.Accounts payable Ninghai Jinxin
Packaging Co. Ltd. 5471650.30 9204110.32
Accounts payable Ninghai Zhonghao
Plastic Products Co. 14154856.30 8604784.92
Ltd.Accounts payable Ninghai Xidian
Qingqing Plastic 2838163.42 2109134.61
Factory
Accounts payable Ningbo Gloyel Motor
Technology Co. Ltd. 17444441.53 1025652.12
Accounts payable Ningbo Gloyel Motor
Technology Co. Ltd. 18858697.28 9804836.10
Accounts payable Gloyel Electric
(Ningbo) Co. Ltd. 549037.21
Accounts payable Ningbo Gloyel New
Energy Technology 580627.77
Co. Ltd.Lease liabilities Gloyel Electric(Ningbo) Co. Ltd. 7070413.42 8651758.24
(3). Other items
□Applicable √Non-applicable
7. Related party commitments
□Applicable √Non-applicable
329 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
8. Others
□Applicable √Non-applicable
XIV. Share-based payment
1. Equity instruments
□Applicable √Not applicable
Stock options or other equity instruments issued and outstanding at the end of the period
□Applicable √Not applicable
2. Equity-settled share-based payments
□Applicable √Not applicable
3. Cash-settled share-based payments
□Applicable √Not applicable
4. Share-based payment expenses for the period
□Applicable √Not applicable
5. Modification and termination of share-based payment
□Applicable √Not applicable
6. Others
□Applicable √Not applicable
XV. Commitments and Contingencies
1. Important commitments
√Applicable □Non-applicable
Important external commitments nature and amount on the balance sheet date
(1) The Company entered into a loan contract with the Export-Import Bank of China Ningbo
Branch on 14 November 2023 with a loan amount of RMB400 million and the loan contract number is
(2023) Exit-Import Bank (Yong Xin He) No. 1-129. As at 31 December 2024 the balance of the
long-term loan under this contract was RMB400 million. On 13 June 2024 the Company entered into a
loan contract with the Export-Import Bank of China Ningbo Branch with a loan amount of RMB380
million and the loan contract No. (2024) Inward and Outward Banking (Yong Xin He) Zi No. 1-057. As
at 31 December 2024 the balance of the long-term loan under this contract was RMB379 million. On 13
June 2024 the Company entered into a loan contract with the Export-Import Bank of China Ningbo
Branch with a loan amount of RMB120 million and the loan contract No. (2024) Inward and Outward
Banking (Yong Xin He) Zi No. 1-058. As at 31 December 2024 the balance of the long-term loan under
this contract was RMB119 million. On 14 November 2024 the Company entered into a loan contract
with the Export-Import Bank of China Ningbo Branch with a loan amount of RMB150 million and a
loan contract No. (2024) Inward and Outward Banking (Ningbo Xinhe) Zi No. 1-149. As at 31
December 2024 the balance of the long-term loan under this contract was RMB150 million. On 14
November 2024 the Company entered into a loan contract with the Export-Import Bank of China
Ningbo Branch with a loan amount of RMB150 million and the loan contract No. (2024) Inward and
Outward Banking (Ningbo Xinhe) Zi No. 1-150. As at 31 December 2024 the balance of the long-term
loan under this contract was RMB15000.00 million. On 25 December 2024 the Company entered into a
loan contract with the Export-Import Bank of China Ningbo Branch with a loan amount of
RMB90million and a loan contract No. (2024) Inward and Outward Banking (Yong Xin He) Zi No.
1-181. As at 31 December 2024 the balance of the long-term loan under this contract was RMB90.0
330 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
million. On 25 December 2024 the Company entered into a loan contract with the Export-Import Bank
of China Ningbo Branch with a loan amount of RMB210 million and a loan contract No. (2024) Inward
and Outward Banking (Ningbo Xinhe) Zi No. 1-182. As at 31 December 2024 the balance of the
long-term loan under the contract was RMB210 million. The above borrowings were secured by
mortgages of buildings and buildings and the security contract numbers were 2021 Inward and Outward
Banking (Yong Zui Xin Di) Zi No. 1-018 (2022) Inward and Outward Banking (甬最信抵 )字 No.
1-001 (2022) Inward and Outward Banking (Yong Zui Xin Di) Zi No. 1-003 and (2024) Inward and
Outward Banking (Yong Zui Xin Di) Zi No. 1-003. The properties used for mortgage had an original
value of RMB937644764.28 and a net value of RMB594354351.42; the land used for mortgage had
an original value of RMB202898354.01 and a net value of RMB157092497.82.
(2) The Company has entered into several agreements with Ping An Bank Ningbo Beilun
Sub-branch specifically Ping An Bank Ningbo Strategy II Cheng Shen Zi 20240816 No. 006 Ping An
Bank Ningbo Cheng Shen Zi 20240919 No. 0003 Ping An Bank Ningbo Cheng Shen Zi 20241021 No.
0003 Ping An Bank Ningbo Cheng Shen Zi 20241125 No. 0003 and Ping An Bank Ningbo Cheng
Shen Zi 20241219 No. 0040 along with Pingyin Ningbo Cheng Shen Zi 20241224 No. 0010 for a
Promissory Note application. As of December 31 2024 the Company has made a bank acceptance
deposit of RMB19650000.00 to the aforementioned sub-branch which has resulted in the issuance of a
note payable amounting to RMB458043608.51.
(3) On 7 September 2022 the Company engaged in a contractual agreement with Kokusai Co.
Ltd. to procure a 5-axis endurance testing machine for the EPS steering system. The contract identified
as Contract No. 10762022090702 was successfully executed. Subsequently on 30 August 2023 the
Company established a letter of credit with Bank of Ningbo No. LC0110223A1890 in favor of Kokusai
Co. Ltd. amounting to USD 450000. As of 31 December 2024 the remaining balance of the letter of
credit stood at USD 225000. This letter of credit stipulates that a draft of USD 225000 shall be issued
to the beneficiary within ten days of the creation.
(4)In compliance with the U.S. Customs bonding requirements the Company entered into an
Irrevocable Bank Guarantee with Citibank on 12 September 2023. This guarantee identified as
Guarantee No. 69628907 was established in favor of AVALON RISK MANAGEMENT INSURANCE
AGENCY and is valued up to USD 2.8 million. The letter of guarantee was amended on 13 November
2024 and the revised amount of the letter of guarantee was USD3.5 million and the validity period of
the letter of guarantee was from 18 November 2024 to 15 August 2025 and the letter of guarantee
stipulated that it would be paid in time upon receipt by Citibank of a bill of exchange in conformity with
the terms of the letter of credit and that the amount of the payment would not exceed USD3.5 million.
(5) Tuopu Automobile Electronics and Ping An Bank Ningbo Branch entered into a Letter of
Application for Promissory Note numbered Ping An Bank Ningbo Cheng Shen Zi 20241121 No. 0016
and Ping An Bank Ningbo Cheng Shen Zi 20241223 No. 005. As at 31 December 2024 the Company
had paid a deposit of RMB6400010.00 to the banks for the bankers' acceptance bills on the basis of
which notes payable amounting to RMB126342849.50 were issued.
(6) Tuopu Automobile Electronics entered into an aluminum ingot purchase contract with ARZYZ
INDUSTRIAS S.A.DE C.V. on 22 December 2023 under contract no. TP20231222-01. the Company
entered into an agreement with Bank of Ningbo in favor of ARZYZ INDUSTRIAS S.A.DE C.V. on 28
April 2024 in an Letter of Credit No. LC1900324000217 in the amount of USD14833.01. As at 31
December 2024 the balance of the letter of credit was USD14833.01.
(7) Skateboard Chassis signed a construction contract with Ningbo Longyuan Shenghong
Ecological Construction Engineering Co. Ltd. for two projects: the annual production capacity of 1.1
million sets of interior functional trim parts and the annual production capacity of 1.3 million sets of
thermal management systems for Tuopu Skateboard Chassis (Ningbo) Co. Ltd. The company also
entered into a Payment Guarantee with Bank of China Limited Ningbo Branch on 1 March 2023 in
favor of Ningbo Longyuan Shenghong Ecological Construction Engineering Co. Ltd. The guarantee
amount is RMB 1.7152 million with Guarantee No. GC1900323000176. The validity period is from the
effective date of the main contract to 28 days after the payment of the contract sum. If Skateboard
Chassis fails to pay the contract sum the bank will pay on their behalf within the guaranteed amount. On
March 22 2024 Skateboard Chassis entered into a construction agreement for the annual production of
1.6 million sets of a lightweight chassis system project with Tuopu Skateboard Chassis (Ningbo) Co.
Ltd. Subsequently on April 3 2024 Skateboard Chassis executed a 'Payment Letter of Guarantee' with
Bank of China Limited Ningbo Branch amounting to over RMB2638600000 designating Zhejiang
331 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Zhongqin Construction Company Limited as the beneficiary. The guarantee identified by number
GC1900324000216 is valid from the date of issuance until 28 days following the payment of the
contract sum specified in the main agreement. According to the terms of the guarantee should
Skateboard Chassis default on the payment to Zhejiang Zhongqin Construction Company Limited as per
the main contract the bank is obligated to cover the payment within the guaranteed limit. Additionally
the Company has remitted RMB4353800 to Bank of China Limited Ningbo Branch as a guarantee
deposit which has accrued an interest income of RMB8810.56.
(8) Tuopu Automobile Parts and Industrial Bank Corporation Ningbo Branch entered into a bill
pool business cooperation agreement numbered Xing Yin Yong Bills Pool Service Zi No. Haishu
220006 and a maximum pledge contract numbered Xing Yin Yong Zhi (Gao) Zi No. Haishu 220007
and as of 31 December 2024 there were still pledged bank acceptances in the amount of
RMB498525362.67 and commercial promissory note of RMB1494317.91 on the basis of which a
note payable of RMB499963942.98 was issued.
(9) Tuopu Automobile Parts entered into a note pool business cooperation and note pledge
agreement numbered 05101PC20188002 with Beilun Sub-branch of Bank of Ningbo Co. and entered
into a supplemental agreement to the note pool business cooperation and note pledge agreement
numbered 05101PC20188002 on 7 November 2018 and as at 31 December 2024 there were still
pledged bankers' acceptances of RMB285176106.46 and commercial acceptances of RMB2600000.00
on the basis of which notes payable of RMB280348685.45 were issued.
(10) Tuopu Automobile Parts and CITIC Bank Corporation Ningbo Branch entered into a note
pool business cooperation agreement numbered FTA Asset Pool No. 20240109001 and a note pledge
contract numbered Sell Bank Ningbo Highest Amount Pledge No. 20240109001 as of 31 December
2024 there were still bankers' acceptances pledged in the amount of RMB94617939.58 and another
RMB16573000.00 was paid to the bank. paid $16573.65 as a deposit on the bank acceptances on the
basis of which a note payable of $90528504.87 was issued.
(11) Tuopu Automobile Parts entered into a business cooperation agreement with Zheshang Bank
Co. numbered 33100000 Zheshang Bills Pool Zi 2017 No. 01470 as well as an asset pool business
cooperation agreement numbered 33100000 Zheshang Asset Pool Zi 2017 No. 01470 and numbered
33100000 Zheshang Asset Pool Zi 2017 No. 01471. These agreements also include the Zheshang Bank
Asset Pool Pledge Guarantee Contract. As at 31 December 2024 there was $0.31 of interest income
retained in the ZCB margin account opened by Tuopu Automobile Parts.
(12) Tuopu Vibro-Acoustics Technology has entered into several agreements with Ningbo Bank
and Bank of Ningbo Company Limited. These agreements include the Asset Pool Invoicing
Straight-Through Agreement No. 05100AT22BFN865 the Asset Pool Business Cooperation and Pledge
Agreement No. 0510100015480 and the Asset Pool Zi 2019 No. 031. As of December 31 2024 there
are still pledged bank acceptance bills amounting to RMB 437080549.69 and commercial acceptance
bills amounting to RMB 14066037.11. Additionally a deposit of RMB 7097814.91 has been made to
the bank for the bank acceptance bills resulting in the issuance of a note payable of RMB
458123126.12.
(13) TUOPU VIBRO-ACOUSTICS entered into a bill pool business cooperation agreement
numbered 33100000 Zheshang Bills Pool Zi No. 01472 2017 an asset pool business cooperation
agreement numbered 33100000 Zheshang Asset Pool Zi No. 01472 2017 and an asset pool pledge
guarantee contract numbered 33100000 Zheshang Asset Pledge Zi No. 01473 2017 with Zheshang
Bank Co. No. 01473 Asset Pool Pledge Guarantee Contract and as at 31 December 2024 there was
$0.41 of interest income retained in the margin account of Zheshang Bank opened by TUOPU
VIBRO-ACOUSTICS.
(14) TUOPU VIBRO-ACOUSTICS has opened a margin account with Bank of Ningbo with the
purpose of pending bill settlement due to business needs and as at 31 December 2024 there was interest
income in the amount of USD31.81 (RMB228.66) retained in the account.
(15) Tuopu Imp. & Exp. has opened a margin account with Bank of Ningbo Beilun Sub-branch
with the purpose of pending bill settlement due to its business needs and as at December 31 2024 there
was interest income in the amount of USD 33.15 (equivalent to RMB238.30) retained in the account.
(16) Tuopu Poland signed a bank guarantee with Citibank for an amount not exceeding
2500000.00 (PLN) on July 19 2023 to cover customs duties related to trade under guarantee number
GC23-2000001. By December 31 2024 the Company had transferred 2500000.00 (PLN) to Bank of
China (equivalent to approximately RMB 4399250.00) as a bond deposit.
332 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(17) Tuopu USA LLC entered into a bank guarantee in the amount of 449902.24 (USD) with
Citibank on 12 December 2024 for the lease of the Auckland plant. As at 31 December 2024 the
Company had paid USD 449902.24 (approximately RMB3234077.26) to Citibank as deposit for the
guarantee.
(18) Ningbo Qianhui entered into a maximum pledge contract No. 06001PC20198005 with
Ninghai Sub-branch of Bank of Ningbo Co. Ltd. and as at 31 December 2024 RMB44445.08 (USD)
was paid to the bank as guarantee deposit for banker's acceptance bills.
(19) Tuopu Malaysia entered into a bank guarantee with Bank of China Limited on 23 February
2024 in favor of CLARION (MALAYSIA) SDN BHD in an amount not exceeding RMB180000 ringgit
for the purchase of automotive parts and components with a guarantee number of LG5111724000064
which is valid from 23 February 2024 to 22 February 2025 The guarantee stipulates that if Tuopu
Malaysia fails to pay the contract payment to CLARION (MALAYSLA) SDN BHD as agreed in the
main contract the bank will pay on behalf of the company within the guarantee amount. The Company
has paid RM180000 (approximately RMB294011.85) to Bank of China Limited Ningbo Branch for
the guarantee deposit.
2. Contigencies
(1). Important contingencies existing on the balance sheet date
□Applicable √Non-applicable
(2). Even if the Company has no important contingencies to be disclosed also state:
□Applicable √Non-applicable
3. Others
□Applicable √Non-applicable
XVI. Events after the Balance Sheet Date
1. Important non-adjusting events
□Applicable √Non-applicable
2. Profit distribution
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Proposed distribution of profits or 901936666.02
dividends
Profits or dividends declared after
deliberation and approval
In accordance with the profit distribution proposal for 2024 which was reviewed and approved during
the 21st Meeting of the Fifth Session of the Company's Board of Directors on April 22 2025 the
Company intends to allocate a cash dividend of RMB5.19 (tax included) for every 10 shares to all
shareholders recorded as of the shareholding registration date for the equity distribution. This proposal is
based on the number of shares registered on that date. The aforementioned profit distribution proposal is
pending submission for consideration at the Company's 2024 annual general meeting.
3. Sales return
□Applicable √Non-applicable
4. Notes to Other Events after the Balance Sheet Date
□Applicable √Non-applicable
333 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
XVII. Other Significant Events
1. Correction of previous accounting errors
(1). Retrospective restatement
□Applicable √Non-applicable
(2). Prospective application
□Applicable √Non-applicable
2. Debt restructuring
□Applicable √Non-applicable
3. Replacement of assets
(1). Exchange of non-monetary assets
□Applicable √Non-applicable
(2). Exchange of other assets
□Applicable √Non-applicable
4. Annuity plan
□Applicable √Non-applicable
5. Discontinuing operation
□Applicable √Non-applicable
6. Segment information
(1). Determination basis and accounting policies of the reportable segment
□Applicable √Non-applicable
(2). Financial information of the reportable segment
□Applicable √Non-applicable
(3). If the Company has no reportable segments or cannot disclose the total assets and total liabilities of
individual reportable segment state the reason
√Applicable □Non-applicable
The primary focus of the Company lies in the research development manufacturing and
distribution of automotive components. There are no identifiable elements within the Company's
consolidation scope that can offer a distinct or related set of products or services nor do they bear
different risks and rewards. In the increasingly global automotive parts market while the Company has
established production and sales operations in several countries outside of the People's Republic of
China these foreign subsidiaries remain closely linked to domestic entities. Consequently there are no
identifiable components within the Company capable of delivering products or services independently in
a specific economic context.Therefore it can be concluded that the Company lacks any distinct business or geographical
segments.
(4). Other notes
□Applicable √Non-applicable
7. Other significant transactions and event that have an impact on investors' decisions
□Applicable √Non-applicable
334 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
8. Others
□Applicable √Non-applicable
XVIII. Notes to the Main Items of the Financial Statements of the Parent Company
1. Accounts receivable
(1). Disclosure by age
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Age Book balance at the end of the Book balance at the beginning ofperiod the period
Within 1 year
Including: sub-items within 1 year
Within 1 year 2645270095.00 1945977497.47
Subtotal within 1 year 2645270095.00 1945977497.47
1 to 2 years 143298790.33 116037921.61
2-3 years 55892076.76 51788849.82
Over 3 years 21382980.04 6540552.20
3 to 4 years
4 to 5 years
Over 5 years 25038286.15 34341864.17
Total 2890882228.28 2154686685.27
335 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(2). Disclosure by provision for bad debts
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Balance at the End of the Period Balance at the Beginning of the Period
Book Balance Bad Debt Book Balance Bad DebtProvision Provision
A A
cc cc
ru ru
Cate ed
gory Per Pr Book Per
ed
Pr Book
Amount cen op Value Amount cen Valuetag Amount ort tag Amount
op
e e ort
(%) ion (%)
io
n
((
%%
))
Bad
debt
prov
isio
n
accr
ued
base
d on
sing
le
item
Including:
Bad
debt
prov
isio
n
accr 2890882228 100. 201229080 6.9 2689653147 2154686685 100. 162705517 7.5 1991981167.ued .28 00 .98 6 .30 .27 00 .47 5 80
base
d on
port
folio
s
Including:
336 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Bad
debt
prov
isio
n
accr
ued 2890882228 100. 201229080 6.9 2689653147 2154686685 100. 162705517 7.5 1991981167.base .28 00 .98 6 .30 .27 00 .47 5 80
d on
agin
g
port
folio
s
Total 2890882228 / 201229080 / 2689653147 2154686685.28 .98 .30 .27 /
1627055171991981167..47/80
337 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Bad debt provision accrued based on single item:
□Applicable √Non-applicable
Bad debt provision accrued based on combinations
√Applicable □Non-applicable
Accrued items based on combinations: accounts receivable with bad debt provision by aging portfolio
Unit: Yuan Currency: RMB
Balance at the End of the Period
Name Accounts Receivable Bad Debt Provision AccruedProportion(%)
Within 1 year 2645270095.00 132263504.75 5.00
1 to 2 years 143298790.33 14329879.03 10.00
2 to 3 years 55892076.76 16767623.03 30.00
3 to 5 years 21382980.04 12829788.02 60.00
Over 5 years 25038286.15 25038286.15 100.00
Total 2890882228.28 201229080.98
Description of bad debt provision by portfolio:
□Applicable √Not Applicable
Provision for bad debts based on general model of expected credit losses
□Applicable √Not applicable
Description of significant changes in the carrying amount of accounts receivable for which changes in
the allowance for losses occurred during the period:
□Applicable √Not applicable
(3). Bad debt provision
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Balance at the Amount Changed in the Current Period Balance at the
Category Beginning of Provision Withdrawal Other End of thethe Period or Reversal Write-off Changes Period
Bad debt
provision
accrued 162705517.47 38523563.51 201229080.98
based on
portfolios
Total 162705517.47 38523563.51 201229080.98
Significant withdrawal or reversal amount of provision for bad debts in the current period:
□Applicable √Non-applicable
(4). Accounts receivable actually written off in the current period
□Applicable √Non-applicable
Of which significant accounts receivable write-offs
□Applicable √Non-applicable
Write-off of significant accounts receivable
□Applicable √Non-applicable
(5). Accounts receivable of the top five closing balances collected by debtors
√Applicable □Non-applicable
338 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Unit: Yuan Currency: RMB
As a
percentage
Balance of Balance of
Balance of of total
accounts balance of Balance of bad
Name of accounts contractassets at the receivable and accounts debt provisionEntity receivable at the end of the contract assets at receivable at the end of theend of the period period the end of the and contract periodperiod assets at the
end of the
period (%)
621112946.26621112946.2621.4931055647.31
No.1
603518909.18603518909.1820.8830175945.46
No.2
335951351.64335951351.6411.6216797567.58
No.3
225539870.56225539870.567.8011276993.53
No.4
117009460.09117009460.094.055850473.00
No.5
Total 1903132537.73 1903132537.73 65.84 95156626.88
Other notes:
□Applicable √Non-applicable
2. Other Receivables
Presentation of items
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Balance at the end of the Balance at the beginning ofperiod the period
Interest receivable
Dividend receivable
Other Receivables 149728635.35 338124520.82
Total 149728635.35 338124520.82
Other Notes:
□Applicable √Non-applicable
Interest receivable
(1). Category of interest receivable
□Applicable √Non-applicable
(2). Important late payment interest
□Applicable √Non-applicable
(3) Disclosure by bad debt accrual method
□Applicable √Non-applicable
Provision for bad debts is made on a single item basis:
□Applicable √Non-applicable
Note to provision for bad debts is made on a single item basis:
□Applicable √Non-applicable
339 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Provision for bad debts by portfolio:
□Applicable √Non-applicable
(4). Provision for bad debts based on the general model of expected credit losses
□Applicable √Not applicable
Note to significant changes in the book amount of interest receivable for which changes in the allowance
for losses occurred during the period:
□Applicable √Not applicable
(5) Provision for bad debts
□Applicable √Not applicable
Of which the amount of bad debt provision recovered or reversed during the period is significant:
□Applicable √Not applicable
(6) Interest receivable written off during the period
□Applicable √Not applicable
Of which significant write-off of interest receivable
□Applicable √Not applicable
Note to write-offs:
□Applicable √Not applicable
Other notes:
□Applicable √Not Applicable
Dividend Receivable
(7).Dividends receivable
□Applicable √Not applicable
(8).Significant dividends receivable with an age of more than one year
□Applicable √Not applicable
(9).Disclosure by bad debt accrual method
□Applicable √Not applicable
Provision for bad debts is made on a single item basis:
□Applicable √Not applicable
Note to provision for bad debts is made on a single item basis:
□Applicable √Not applicable
Note to provision for bad debts by portfolio
□Applicable √Not applicable
(10).Provision for bad debts based on the general model of expected credit losses.
□Applicable √Not applicable
Note to significant changes in the carrying amount of dividends receivable for which changes in the
340 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
allowance for losses occurred during the period:
□Applicable √Not applicable
(11).Provision for bad debts
□Applicable √Not applicable
Of which the amount of bad debt provision recovered or reversed during the period is significant:
□Applicable √Not applicable
(12).Dividends receivable written off during the period
□Applicable √Not applicable
Dividends receivable written off of which the amount is significant:
□Applicable √Not applicable
Note to write-offs:
□Applicable √Not applicable
Other notes:
□Applicable √Not applicable
Other receivables
(13).Disclosure by aging
√Applicable □Not applicable
Unit: Yuan Currency: RMB
Aging Book Balance at the End of the Book Balance at the BeginningPeriod of the Period
Within 1 year
Including: sub-item within 1 year
Within 1 year 31727480.11 196727954.35
Subtotal within 1 year 31727480.11 196727954.35
1 to 2 years 38615000.00 96487272.58
2 to 3 years 87605000.00 85926323.13
Over 3 years 58776323.13 10614981.71
3 to 4 years
4 to 5 years
Over 5 years 99000.00 255800.00
Total 216822803.24 390012331.77
(14).Disclosure by provision for bad debts
√Applicable□Non-applicable
Unit: Yuan Currency: RMB
Nature of Funds Book balance at the end of the Book balance at the beginning
period of the period
Temporary borrowings 207951543.91 383638156.62
Petty cash funds 1147700.00 2545800.00
Security deposit 6209250.00 1209250.00
Others 1514309.33 2619125.15
Total 216822803.24 390012331.77
341 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(13).Provision for bad debts
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Phase 1 Phase 2 Phase 3
Expected Expected credit Expected creditBad Debt credit loss in loss throughout the loss throughout the TotalProvision the next 12 duration (no credit duration (credit
months impairment impairment hasoccurred) occurred)
Balance on
January 1 2024 51887810.95 51887810.95
Balance of the
current period on
January 1 2024
--Transfer to
Phase 2
--Transfer to
Phase 3
--Transfer to
Phase 2
--Transfer to
Phase 1
Provision made
in the current 15206356.94 15206356.94
period
Reversal in the
current period
Write-off in the
current period
Write-off in the
current period
Other changes
Balance on
December 31 67094167.89 67094167.89
2024
Notes to significant changes in the book balance of other receivables that have changed in the current
period:
□Applicable √Non-applicable
Amount of bad debt provision in the current period and the basis for assessing whether the credit risk of
financial instruments has increased significantly:
□Applicable √Non-applicable
(16).Particulars of bad debt provision
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Balance at the mount Changed in the Current Period Balance at the
Category Beginning of Other End of the
the Period Provision Withdrawalor Reversal Write-off Changes Period
Accounts 51887810.95 15206356.94 67094167.89
342 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
receivable
with bad
debt
accrued
based on
aging
portfolio
Total 51887810.95 15206356.94 67094167.89
Bad debt provision in the current period with significant amount of withdrawal or reversal:
□Applicable √Non-applicable
(17).Particulars of other receivables actually written off in the current period
□Applicable √Non-applicable
Of which significant other receivables are written off:
□Applicable √Not Applicable
Description of other receivables written off:
□Applicable √Not applicable
(18).Particulars of other receivables of the top five closing balances collected by debtors
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Proportion in
Balance at the total other Balance of bad
Name of Unit end of the receivables at Nature of Aging debt provision
period the end of the funds at the end of
period (%) the period
Tuopu Poland
sp.z.o.o 207951543.91 95.91
Temporary
borrowings Note 66125067.42
Wuhu Chery Deposits
Technology Co. 5000000.00 2.31 and Within 1
Ltd. Guarantees year
250000.00
Zhejiang Holley Deposits
& Futong 1000000.00 0.46 andInvestment Co. Guarantees 1-2 years 300000.00
Ltd.Chai Xingnan 220000.00 0.10 Other 1-2 years 22000.00
Renhuai Huachi Deposits
Liquor Sales 200000.00 0.09 and 2-3 years 60000.00
Co. Ltd. Guarantees
Total 214371543.91 98.87 / / 66757067.42
Note: The amount for less than 1 year is RMB 24754470.78 for 1-2 years it is RMB
38265000.00 for 2-3 years it is RMB 86328000.00 and for 3-4 years it is RMB 58604073.13.
(19).Accounts receivable related to government subsidies
□Applicable √Non-applicable
Other notes:
□Applicable √Non-applicable
343 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
3. Long-term equity investments
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Balance at the end of the period Balance at the beginning of the period
Item Book Impairme Book Impairme
balance nt Book value balance nt Book value
provision provision
Investmen
ts in 15197879792. 15197879792. 12385366535. 12385366535.86 86 37 37
subsidiarie
s
Investmen
ts in joint
ventures 96732684.19 96732684.19 139641447.46 139641447.46
and
associates
Total 15294612477. 15294612477. 12525007982. 12525007982.05 05 83 83
(1). Investments in subsidiaries
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Increase or decrease during the period
Openin Balanc
g e at the
Opening balance Closing end of
Invested balance of Additions Decreas Provisito e in on for Oth balance
the
Entity (book provisi period
value) on for investmen investm impair er
(book of
impair ts ents ment
value) impair
ment mentprovisi
on
Tuopu Imp&E 198081940 198081940
xp .48 .48
Tuopu
Automobile 196984594 196984594.91 .91
Parts
TUOPU
VIBRO-ACO 199685004 199685004.03 .03
USTICS
Yantai Tuopu 62800000. 62800000.00 00
Liuzhou Tuopu 100000000 100000000.00 .00
Shenyang 10000000. 10000000.Tuopu 00 00
USHONE
ELECTRONIC 20000000. 30000000. 50000000.00 00 00
CHASSIS
Ningbo 31210000. 31210000.00 00
344 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Qianhui
Sichuan Tuopu 20000000. 20000000.00 00
Wuhan Tuopu 150000000 150000000.00 .00
Pinghu Tuopu 208000000 208000000.00 .00
Shanghai 10000000. 11100000 121000000
Towin 00 0.00 .00
Tuopu
Industrial 20000000. 20000000.00 00
Automation
Tuopu 129610000 36190000. 165800000
Investment .00 00 .00
USHONE 4000000.0 200000.00 4200000.0E-commerce 0 0
Tuopu 7311546.0 7311546.0
International 8 8
Baoji Tuopu 18980000. 26920000. 45900000.00 00 00
Taizhou Tuopu 100000000 100000000.00 .00
Tuopu
Automobile 25000000 2500000000.00 00.00
Electronics
Jinzhong 8000000.0 8000000.0
Tuopu 0 0
Shenzhen 15200000. 4800000.0 20000000.Towin 00 0 00
TUOPU DO 80776216. 80776216.BRASIL 50 50
Zhejiang 571320000 571320000
Towin .00 .00
Suining Tuopu 290000000 290000000.00 .00
Hunan Tuopu 722590000 722590000.00 .00
Tuopu USA 35091204. 35091204.LLC 56 56
Tuopu Chassis 514900000 514900000.00 .00
Tuopu
Thermal 38360000 17780000 4013800000.00 0.00 00.00
Management
Huzhou Tuopu 50000000. 14000000 19000000000 0.00 .00
Tuopu Poland 18000000. 18000000.00 00
SHANGHAI 16500000. 16500000.TUOPUYALE 00 00
Xi’an Tuopu 73504351. 99120320. 17262467100 00 .00
NINGBO
USHONE 50000000. 20000000 250000000
TECHNOLOG 00 0.00 .00
Y
Chongqing 191200000 25900000 450200000
Chassis .00 0.00 .00
Skateboard 16330100 75900000 23920100
345 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
Chassis 00.00 0.00 00.00
Anhui Tuopu 160200000 10950000 269700000.00 0.00 .00
Chongqing 18583223. 18583223.Tuopu 89 89
Tuopu Mexico 95040000. 79200000 88704000000 0.00 .00
Jinan Tuopu 18900000. 1900000.0 20800000.00 0 00
Henan Tuopu 7200000.0 7200000.00 0
Ningbo
Automotive 57771391. 57771391.41 41
Trim
Total 12385366 28125132 15197879535.37 57.49 792.86
346 / 352Ningbo Tuopu Group Co. Ltd. Annual Report
2024
(2). Investments in joint ventures and associates
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Decrease/Increase in the current period
Adj
ust BalanCash ce of
Balance Inv
Inv Investme men
est nt profit t on Other divide Provis Balance impair
Investe at the est me and loss othe chan nds or ion at the ment
d Beginni me nt recogniz r ges profit for Ot End of provis
Entity ng of the nt declar impair the ion at
Period Inc
De ed under com in her
rea cre the preh equit
ed to ment Period the
distrib accrue end of
sed ase equity ensi yd method ve ute d the
inco period
me
I. Joint ventures
Tuopu
Electri 9910908 4762359 50000 9673268
cal 8.70 5.49 000.00 4.19
Applia
nces
Ningb
o 190
-57
Autom 4053235 053 -1766346
77
8.7679.5.8713
otive 2 91.Trim 41
Subtot 1396414 053 4585724 50000 7713 9673268al 47.46 79.5 8.62 000.00 91. 4.192 41
II. Associates
Subtot
al
Total 1396414 053 4585724 50000
779673268
47.4679.58.62000.00134.19
291.41
347 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
(3). Impairment test of long-term equity investments
□ Applicable √ Not applicable
4. Operating income and operating cost
(1). Particulars on operating income and operating cost
√Applicable□Not applicable
Unit: Yuan Currency: RMB
Item Amount incurred in the current period Amount incurred in previous periodIncome Cost Income Cost
Main business operations 7767565077.41 5924322701.09 6759567721.50 5184302603.67
Other business operations 810631788.08 544363779.07 598745846.46 441052086.82
Total 8578196865.49 6468686480.16 7358313567.96 5625354690.49
(2). Particulars on breakdown of operating income and cost
□Applicable √Non-applicable
Other notes
□Applicable √Non-applicable
(3). Notes to discharge of obligations
□Applicable √Non-applicable
(4). Notes to allocation to remaining discharge of obligations
□Applicable √Non-applicable
(5). Significant Contract Changes or Significant Transaction Price Adjustments
□Applicable √Non-applicable
348 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
5. Investment income
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
Item Amount incurred in the current period Amount incurred in previous period
Long-term equity investment income measured by cost method
Long-term equity investment income measured by equity
method 45857248.62 -2063278.75
Investment income from disposal of long-term equity
investment
Investment income of trading financial assets during the
holding period
Dividend income from other equity instrument investments
during the holding period
Interest income from debt investment during the holding period
Interest income from other debt investments during the holding
period
Investment income from disposal of trading financial assets
Investment income from the disposal of other equity instrument
investments
Investment income from disposal of debt investments
Investment income from the disposal of other debt investments
Income from debt restructuring
Investment income from wealth management products 38441251.62 6032297.53
Total 84298500.24 3969018.78
6. Others
□Applicable √Non-applicable
XIX. Additional Data
1. Current non-recurring profit and loss schedule
√Applicable □Non-applicable
Unit: Yuan Currency: RMB
349 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
Item Amount Note
Gains and losses on disposal of non-current assets including the elimination of
the provision for asset impairment. -19860458.72
Government grants recognized in profit or loss for the current period except for
government grants that are closely related to the Company's normal business
operations in compliance with national policies and in accordance with defined 275800172.93
criteria and that have a continuous impact on the Company's profit or loss
Gains and losses arising from changes in the fair value of financial assets and
financial liabilities held by non-financial enterprises and gains and losses
arising from the disposal of financial assets and financial liabilities except for 39525563.52
effective hedging business related to the Company's normal operating business
Capital occupancy fees charged to non-financial enterprises recognized as
current profit or loss
Gains and losses on entrusted investment or asset management
Gains and losses on entrusted external loans
Losses on assets due to force majeure factors such as natural disasters
Reversal of provision for impairment of receivables individually tested for
impairment
Gain arising from the excess of the cost of investment in subsidiaries associates
and joint ventures over the fair value of the investee's identifiable net assets at 21901496.20
the time of investment acquisition
Net profit or loss of subsidiaries for the period from the beginning of the period
to the date of consolidation arising from a business combination under the same
control
Gain or loss on exchange of non-monetary assets
Gains or losses on debt restructuring
One-time costs incurred by the enterprise due to the fact that the relevant
operating activities are no longer continuing such as expenditures for the
relocation of employees
One-time impact on current profit or loss due to adjustments in tax accounting
and other laws and regulations
One-time recognition of share-based payment expenses due to cancellation or
modification of equity incentive plans
For cash-settled share-based payments gains or losses arising from changes in
the fair value of employee compensation payable after the feasible date of
350 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
entitlement
Gains or losses arising from changes in the fair value of investment properties
subsequently measured using the fair value model
Gains or losses arising from transactions where the transaction price is
significantly less than fair value
Gains or losses arising from contingencies unrelated to the Company's normal
business operations
Custodian fee income from entrusted operations
Non-operating income and expenses other than those listed above 696245.94
Other items of gains and losses that meet the definition of non-recurring gains
and losses
Less: Income tax effect 45731889.54
Minority interests impact amount (after tax) 43407.13
Total 272287723.20
For non-recurring profit and loss items that the Company has recognized as non-recurring profit and loss items not listed in "Interpretative Announcement for
Information Disclosure of Companies Issuing Securities No. 1 - Non-recurring Profit and Loss" and the amount of which is material as well as items defined as
non-recurring profit and loss in "Interpretative Announcement for Information Disclosure of Companies Issuing Securities No. 1 - Non-recurring Profit and Loss"
state the reasons.□Applicable √Non-applicable
Other notes
□Applicable √Non-applicable
2. ROE and EPS
√Applicable □Non-applicable
EPS
Profit for the reporting period Weighted Average ROE (%)
Basic EPS Diluted EPS
Net profit attributable to common shareholders of
the Company 16.56 1.79 1.78
Net profit attributable to common shareholders of
the Company after deducting non-recurring gains 15.05 1.62 1.62
and losses
351 / 352Ningbo Tuopu Group Co. Ltd. Annual Report 2024
3. Differences between international and Chinese accounting standards
□Applicable √Non-applicable
4. Others
□Applicable √Non-applicable
President: Wu Jianshu
Date of Submission to Board of Directors: April 22 2025
Revisions
□Applicable √Non-applicable
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