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张裕B:2024年年度报告(英文版)

深圳证券交易所 04-18 00:00 查看全文

张裕B --%

Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Yantai Changyu Pioneer Wine Co. Ltd.2024 Annual Report

Final 2025-01

April 18 2025

1Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Contents

I、Important Notice Contents and Definition........... 3

II、Brief Introduction for the Company and Main Fin... 6

III、Management Discussion and Analysis ............. 11

IV、Corporate Governance ............................ 35

V、Environmental and Social Responsibility .......... 63

VI、Major issues .................................... 66

VII、Changes in Shares and Shareholders’ Situation .. 75

VIII、Related Situation of Preferred Shares ......... 85

IX、Related Situation of Bonds ...................... 85

X、Financial Report ................................. 85

2Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

I. Important Notice Contents and Definition

The board of directors,the board of supervisors,directors supervisors and senior executives of theCompany guarantee the truthfulness accuracy and completeness of the contents contained in the

report with no false records misleading statements or significant omissions and undertake

individual and joint legal liabilities.Mr. Hongjiang Zhou (Person in charge of the Company) Mr. Jianxun Jiang (Person in charge of

accounting work) and Ms. Cuimei Guo (Person in charge of accounting organ & Accountant in

charge) assure the truthfulness accuracy and completeness of the financial report in the annual

report.Whether some of the directors did not attend the board meeting to review the annual report in

person

□Yes □No

Except for the following directors other directors attended this board meeting for reviewing this

annual report in person.Name of director not attending Position of director not attending Reason of not attending the

Name of entrustee

the meeting personally the meeting personally meeting personally

Xunzhang LIU Director On a business trip Hongjiang ZHOU

Enrico Sivieri Director On a business trip Marco Giovanni Ferrari

Stefano Battioni Director On a business trip Jianxun JIANG

Huirong LIU Independent director On a business trip Qinglin LIU

Forward-looking statements such as future plans and development strategies covered in this report

do not constitute a substantial commitment of the Company to investors. Investors are advised to

pay attention to investment risks.About significant risks that may be faced in production and operation process please refer to “(5)Potential Risks” of “11. Expectation for the Company’s Future Development” in the “III.Management Discussion and Analysis” of this report. Investors are advised to read carefully and

pay attention to investment risks.The Company’s preliminary scheme of profit distribution deliberated and passed by the board of

directors this time is shown as following: Based on the Company’s total 671823900 shares the

Company plans to pay CNY4 (including tax) in cash as dividends for every 10 shares to all

shareholders and send 0 bonus share (including tax); capital reserve will not be transferred to

equity.

3Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Reference Documents

(1)The original of Annual Report autographed by the Chairman.

(2)The Financial Statements autographed and signed by the Chairman Chief Accountant and

Accountant in charge.

(3)The Prospectus and Public Offering Announcement for Stock B issued in 1997; The Prospectus

of Intent and The Shares’ Change & A Share’s Public Offering Announcement for Stock A issued

by the capital increase in 2000.

(4) The originals of all documents and announcements that the Company made public during the

report period in the newspapers designated by China Securities Regulatory Commission.

4Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Definition

Definition Item Refers to Definition Content

Company/The Company Refers to Yantai Changyu Pioneer Wine Co. Ltd.Changyu Group/Controlling Shareholder Refers to Yantai Changyu Group Co. Ltd.CSRC Refers to China Securities Regulatory Commission

SSE Refers to Shenzhen Stock Exchange

KPMG Huazhen Refers to KPMG Huazhen LLP (Limited Liability Partnership)

CNY Refers to Chinese Yuan

5Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

II. Brief Introduction for the Company and Main Financial Indicators

1. Company’s information

Stock Abbreviation Changyu A Changyu B Stock Code 000869 200869

Stock Abbreviation after Alteration —

Place of Stock Listing Shenzhen Stock Exchange

Legal Name in Chinese 烟台张裕葡萄酿酒股份有限公司

Abbreviation of Chinese Name 张裕

Legal Name in English YANTAI CHANGYU PIONEER WINE COMPANY LIMITED

Abbreviation of English Name CHANGYU

Legal Representative Hongjiang ZHOU

Registered Address 56 Dama Road Yantai Shandong China

Postal Code of Registered Address 264000

Historical Change in Registered Address —

Office Address 56 Dama Road Yantai Shandong China

Postal Code of Office Address 264000

Website http://www.changyu.com.cn

E-mail webmaster@changyu.com.cn

2. Contact person and information

Secretary to the Board of Directors Authorized Representative of Securities Affairs

Name Jianxun JIANG Tingguo LI

Address 56 Dama Road Yantai Shandong China 56 Dama Road Yantai Shandong China

Tel. 0086-535-6602761 0086-535-6633656

Fax. 0086-535-6633639 0086-535-6633639

E-mail jiangjianxun@changyu.com.cn stock@changyu.com.cn

3. Information disclosure and filing location

Stock exchange website for

Shenzhen Stock Exchange (http://www.szse.cn)

disclosing annual report

Media name and website for China Securities Newspaper Securities Times Hong Kong

disclosing annual report Commercial Daily and CNINFO website (http://www.cninfo.com.cn)

Filing location of the Company’s Board of Directors’ Office of the Company 56 Dama Road Yantai

annual report Shandong

6Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

4. Registration changes

Unified Social Credit Code 913700002671000358

The business scope determined by the Company when it was established

on September 18 1997 is production processing and sales of wine

distilled liquor healthy liquor fruit liquor non-alcohol beverage fruit

jam packing material and winemaking machine.On April 17 2008

approved by the 2007 Annual Shareholders’ Meeting the Company’s

business scope was changed to production processing and sales of wine

distilled liquor medicinal liquor fruit liqueur non-alcohol beverage

fruit jam packing material and winemaking machines; licensed import

and export. On May 12 2010 approved by the 2009 Annual

Shareholders’ Meeting the Company’s business scope was changed to

Changes for the main businesses production processing and sales of wine distilled liquor medicinal

of the Company since it was listed liquor fruit liqueur non-alcohol beverage fruit jam packing material

(if have) and its products and winemaking machinery; licensed import and

export; external investment subject to national policy. On September 23

2016 approved by The 1st Interim Shareholders’ Meeting in 2016 the

Company’s business scope was changed to production of wine and fruit

wine (bulk wine processing and filling); production of blending liquor

and other blending liquors (grape liqueur); production of other liquors

(other distilled liquors); production processing and sales of packing

material and winemaking machines; grape plantation and procurement;

tourism resources development (excluding tourism); packaging design;

activity of building rental; licensed import and export;

warehouse business; external investment subject to national policy.Changes for all previous

No

controlling shareholders (if have)

5. Other relevant information

The accounting firm appointed by the Company

Name KPMG Huazhen LLP

Level 8 No.2 East Wing of Dongfang Square No.1 East Chang’an

Address

Street Beijing

Name of signatory accountants Jia WANG Hui JIANG

The sponsor institution appointed by the Company to perform the duty of continuous supervision

during the report period

□Applicable □Inapplicable

The financial adviser appointed by the Company to perform the duty of continuous supervision

during the report period

□Applicable □Inapplicable

7Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

6. Key accounting data and financial indicators

Whether the Company needs to retrospectively adjust or restate the accounting data of previous

fiscal years.□Yes □No

Increase/decrease compared

202420232022

with last year (%)

Operating revenue (CNY) 3277278347 4384764335 -25.26% 3918941160

Net profit attributed to shareholders

305210999532438907-42.68%428681411

of the listed company (CNY)

Net profit attributed to shareholders

of the listed company after

131065357464073693-71.76%413831359

deducting non-recurring profits and

losses (CNY)

Net cash flows from operating

3977410671173091743-66.09%868876647

activities (CNY)

Basic earnings per share (CNY) 0.45 0.78 -42.31% 0.63

Diluted earnings per share (CNY) 0.45 0.78 -42.31% 0.63

Weighted average for earning rate

2.83%4.98%-2.15%4.09%

of net assets

December 31 December 31 Increase/decrease compared December 31

2024 2023 with last year-end (%) 2022

Total assets (CNY) 12520474218 13336267204 -6.12% 13171506378

Net assets attributed to shareholders

1061920841910841500988-2.05%10579053733

of the listed company (CNY)

The lower of the net profits before non-recurring gains and losses and after non-recurring gains and

losses in recent three fiscal years is negative and the audit report in recent one year indicates there is

uncertainty in the Company’s sustainable operation ability

□Yes □No

The lower of the net profits before non-recurring gains and losses and after non-recurring gains and

losses is negative

□Yes □No

7. Differences in accounting data under PRC accounting standards and international

accounting standards

(1) Differences for net profit and net assets in the financial report disclosed according to both

international accounting standards and PRC accounting standards

□Applicable □Inapplicable

8Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

There are no differences for net profit and net assets in the financial report disclosed according to

both international accounting standards and PRC accounting standards during the report period.

(2) Differences for net profit and net assets in the financial report disclosed according to both

foreign accounting standards and PRC accounting standards

□Applicable □Inapplicable

There are no differences for net profit and net assets in the financial report disclosed according to

both foreign accounting standards and PRC accounting standards during the report period.

8. Key financial indicators by quarter

Unit:CNY

1st Quarter 2nd Quarter 3rd Quarter 4th Quarter

Operating revenue 810827748 711481688 674991354 1079977557

Net profit attributed to shareholders of the

15894680262230580277675081256867

listed company

Net profit attributed to shareholders of the

listed company after deducting non-recurring 154033406 40850475 -2876947 -60941577

profits and losses

Net cash flows from operating activities -65346151 269226515 -21606340 215467043

Whether there are significant differences between the above mentioned financial indicators or their

sum and the related financial indicators in the quarterly reports and semi-annual reports disclosed

by the Company.□Yes □No

9. Item and amount of non-recurring profit and loss

□Applicable □Inapplicable

Unit:CNY

Item 2024 2023 2022 Explanation

Profits and losses on disposal of non-current assets (including

13211692623852237-18902024

the provision for asset impairment write-off part)

Government grants recorded into the current profits and

losses(except for those government grants that are closely

related to the enterprise’s normal operation in line with national 52613910 51523799 33145440

policy provisions and in accordance with certain standard quota

or ration continued to enjoy)

Other non-operating revenues and expenditures in addition to

124485691374204750614

the aforementioned items

Less:Income tax effect 6873074 13643745 4695173

Minority shareholders’ equity effect (after taxes) 4956976 2504497 -551195

Total 174145642 68365214 14850052 --

9Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Specific situation of other profit and loss items conforming to the definition of non-recurring profit

and loss

□Applicable □Inapplicable

There does not exist specific situation of other profit and loss items conforming to the definition of

non-recurring profit and loss.Explanation for regarding the non-recurring profit and loss specified in the Explanatory

Announcement on Public Company’s Information Disclosure No.1 –Non-recurring Profit and Loss

as recurrent profit and loss

□Applicable □Inapplicable

There is no situation regarding the non-recurring profit and loss specified in the Explanatory

Announcement on Public Company’s Information Disclosure No.1 –Non-recurring Profit and Loss

as recurrent profit and loss.

1 0Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

III. Management Discussion and Analysis

1. Situation of industry in which the Company operates during the report period

In 2024 in the face of increasingly competitive business environment the Company persisted intaking the market as the center adhered to the development strategy of “Focus on middle-and-highlevel Focus on high quality Focus on large single product” and the marketing philosophy of

“obtaining growth from the terminal and nurturing consumers” increased the performance

assessment of marketing personnel concentrated on the development of key markets and

maintained the leading position in the industry but failed to achieve isolation and bucking the trend.In 2024 the Company realized the operating revenue of CNY3277.28million with a year-on-year

decrease of 25.26% and the net profit attributable to the parent company’s shareholders of

CNY305.21million with a year-on-year decrease of 42.68%.

2. Main businesses during the report period

The Company need to comply with the disclosure requirements of Food and Liquor Manufacturing

Related Businesses in Shenzhen Stock Exchange Industry Information Disclosure Guideline No. 3 -

Industry Information Disclosure.

(1) Situation of the industry in which the Company operates

During the report period the Company’s main business was production and operation of wine and

brandy thus providing domestic and foreign consumers with healthy and fashionable

alcoholic drinks. Compared with earlier stage there were no significant changes happened to the

Company’s main business. The wine industry that the Company involved in was still in growth

stage. Being affected by many factors in recent years the competition in domestic wine market was

fierce. However the Company still stands by the previous judgment and believes that the existing

consumption concept might change with the increase of people’s income level and their pursuit of a

relaxed romantic and healthy lifestyle. More domestic wine would be drunk by people and wine

would enter more and more household consumption. The situation of current low average

consumption of domestic wine would gradually improve. The Company was at the forefront in the

domestic wine market and was significantly ahead of major domestic competitors.The Company’s products were divided into two series: wine and brandy. For wine main brands

included Changyu Noble Dragon AFIP Longyu Golden Icewine Valley Zenithwirl Vermouth

Rena Baron Balboa Donelly Atrio Kilikanoon and IWCC and so on. For Brandy main brands

included Koya Liquan Mminni Pagese Roullet Fransac and so on.

(2) The production licenses of main products obtained by the Company in China

Producer name Food Obtaining time Obtaining method Food production license

1 1Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

category number

Yantai Changyu Pioneer Wine Co. Approval from SC11537060100050

Alcohol 2021.06.01

Ltd. government authority

Beijing Chateau Changyu AFIP Approval from SC11511280920745

Alcohol 2022.08.22

Global Co. Ltd. government authority

Liaoning Changyu Golden Icewine Approval from SC11521052200370

Alcohol 2021.03.25

Valley Co. Ltd. government authority

Ningxia Chateau Changyu Moser Approval from SC11564010500657

Alcohol 2018.01.25

XV Co. Ltd. government authority

Xinjiang Chateau Changyu Baron Approval from SC11565900100392

Alcohol 2017.08.25

Balboa Co. Ltd. government authority

Yantai Chateau Changyu-Castel Approval from SC11537063600172

Alcohol 2021.06.08

Co. Ltd. government authority

Shaanxi Chateau Changyu Rena Approval from SC11561040400532

Alcohol 2020.10.19

Co. Ltd. government authority

Yantai Chateau Koya Brandy Co. Approval from SC11537063601165

Alcohol 2021.01.11

Ltd. government authority

(3) Explanation for other major events

During the report period there did not exist the trademark ownership dispute food quality issue or

food safety incident etc. that had a significant impact on the Company.Major sales mode

The Company’s main sales mode was the distribution mode and main sales channel was offline

sales that is the Company’s products were distributed to sales terminals through approximately

5000 distributors at home and abroad and ultimately provided to consumers.

Distribution mode

□Applicable □Inapplicable

(1) Situation of change in the number of distributors

Number at the Increased number during this Number at the end

Region

beginning of 2024 report period of 2024

20651352200

Eastern China

1 2Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

South China

Central China

North China

Northwest China

Southwest China

Northeast China

HongKong MacaoTaiwan 707 92 799

and overseas

50591215180

Total

(2) The Company and distributors took cash spot settlement and mainly adopted buyout

distribution mode.

20242023

Sales model Operating income Operating cost Operating income Operating cost

Gross margin Gross margin

(CNY) (CNY) (CNY) (CNY)

Distribution 2773310799 1173187606 57.70% 3725067921 1499834836 59.74%

Direct sales 503967548 219414793 56.46% 659696414 287148821 56.47%

Total 3277278347 1392602399 57.51% 4384764335 1786983657 59.25%

The ratio of sales in self-owned exclusive shop exceeds 10%

□Applicable □Inapplicable

Sales of online direct selling

□Applicable □Inapplicable

20242023

Sales model Operating income Operating cost Operating income Operating cost

Gross margin Gross margin

(CNY) (CNY) (CNY) (CNY)

Distribution 2773310799 1173187606 57.70% 3725067921 1499834836 59.74%

Direct sales 503967548 219414793 56.46% 659696414 287148821 56.47%

Total 3277278347 1392602399 57.51% 4384764335 1786983657 59.25%

The change in sales prices of major products accounting for more than 10% of total operating

income in current report period exceeds 30% compared with those in last report period

1 3Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

□Applicable □Inapplicable

Procurement mode and procurement content

Unit:CNY

The amount of the main

Procurement mode Procurement content

procurement content

Price determined by quality comparison with standard price items Raw materials such as grapes/ bulk wine 730133696

Tender/Price determined by quality comparison with standard price items Packaging materials 412056172

Tender/Price determined by quality comparison with standard price items Brewing materials 22078462

Tender/Price determined by quality comparison with standard price items Vineyard supplies 5266152

Contract Fuel and power 39583895

Price determined by quality comparison with standard price items Other wines and derivatives 13403691

Amount of purchasing raw materials from cooperatives or farmers exceeds 30% of total procedure

amount

□Applicable □Inapplicable

The year-on-year change in the price of major outsourced raw materials exceeds 30%

□Applicable □Inapplicable

Major production mode

The production mode of the Company is self-produce.Manufacturing consignment

□Applicable □Inapplicable

Major components of operating costs

Please refer to ‘4. Analysis in main business’ in this chapter.Yield and inventory

Please refer to ‘4. Analysis in main business’ in this chapter.

3. Analysis of core competitiveness

Compared with the participants in the arena of the Chinese wine competition sector the Company

owns following advantages:

Firstly the Company has a large brand influence. Main brands used have a long history. “Changyu”

Noble Dragon” and “AFIP” are all “China famous brands” that have strong influence and good

reputation.Secondly the Company has set up a nationwide marketing network. The Company has formed a

“three-level” marketing network system mainly composed of the Company’s salesmen and

1 4Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

distributors and the online sales platform has had a certain scale and strong influence owing strong

marketing ability and market exploitation ability.Thirdly the Company has strong scientific prowess and a product R&D system. Relying on the

country’s “State-level Wine R&D Center” the Company has owned powerful winemaker team

mastered advanced winemaking technology and production processes and had strong product

innovation capacity and perfect quality control system.Fourthly the Company is in possession of a lot of grape-growing bases that are compatible with its

development requirements. The Company has developed a great deal of vineyards in the most

suitable areas for wine grape growing such as Shandong Ningxia and Xinjiang and its subsidiary

overseas enterprises also own matching grape bases in local area making the overall scale and

structure generally meet the Company’s needs for future development.Fifthly products in high medium and low-grade as well as varieties and categories are all complete.Over 100 varieties of series products such as wine brandy and sparkling wine covers various grades

including high medium and low-grade which can meet different consumer groups’ demands. The

Company has taken the dominant status in the domestic wine industry after many years’

development and has comparative advantages in the future competition.Sixthly the Company has a relatively perfect motivation system. Most of Company’s employees

indirectly hold the Company’s equity through controlling shareholders. There are high consistency

between employee benefits and shareholders benefits in favor of motivating employees to create

value for shareholders.Seventhly the Company has set up flexible and efficient decision-making mechanism. The

Company’s core management team always maintains a working style of unity and pragmatic and

flexible and efficient decision-making mechanism which makes the Company can deal with market

changes more calmly.Eighthly the global production capacity layout has been basically completed. The Company has

completed production capacity layout in China France Chile Spain Australia and other major

wine producing countries in the world enabling making better use of global high-quality raw

material resources capital talents and advanced production processes and technologies to provide

consumers with diversified quality products and better serve consumers.Based on the above reasons the Company has formed relatively strong core competence and will

maintain a relatively dominant position in the future predictable market competition.

4. Analysis in main business

(1) Summarization

Increase or decrease

Description Cause of significant changes

during this period over

1 5Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

last year

Operating revenue -25.26% Mainly due to the decrease in sales volume

Operating cost -22.07% Mainly due to the decrease in sales volume

Mainly due to the decreased marketing expense resulting

Sales expense -18.29%

from decreased market investment

Management expense 3.26% No significant changes

Mainly due to the increase in the cost of testing and

R&D expense 12.20% consumable materials resulting from the increased

Company’s R&D efforts.Financial expense 15.81% Mainly due to higher exchange losses.Net amount of cash flow generated Mainly due to the decrease in operating income during the

-66.09%

in operating activities year.Net amount of cash flow generated

inapplicable Mainly due to the increase in recovery of investment.in investment activities

Mainly due to the decrease in cash received from

Net amount of cash flow generated

-53.49% investment absorption and the increase in cash expenditure

in financing activities

for B shares bought back during the year.Review and summary of the process of the Company’s early-disclosed development strategy and

business plan during the report periodDuring the report period the company adhered to the purpose of “Securing Survival StrengtheningFoundations Pursuing Innovations” took a series of active measures vigorously promoted all

aspects of innovation seeking to reverse the situation through the development of new products and

new customers. Although it laid a better foundation for the Company’s better and faster

development in future the results were unsatisfactory failing to realize the business objectives

determined at the beginning of the year. The Company realized the annual operating income of

CNY3277.28million with a year-on-year decrease of 25.26% and the net profit attributable to

shareholders of the parent company of CNY305.21million with a year-on-year decrease of 42.68%.The major work done in 2024 were as follows.First the Company kept innovating in products and marketing striving to reverse the decline

through innovation. The Company’s “Liquan” series of brandy products were launched in the

markets of Guangdong and Shandong. In the marketing and promotion in local markets such as

Linyi Shandong it achieved a breakthrough for the first time laying a foundation for the

development and breakthrough of brandy. A dedicated operation system for Grappie was

established to explore new scenarios with a new team striving to create the first bottle of wine for

young people. The Company systematically sorted out its sweet wine products and established the

positioning of “a bit sweet” for Chateau Rena making the development plan clearer. The new

Noble Dragon N188 product was launched to help upgrade the brand. The new Koya XXO

especially for the Year of the Snake was globally launched in Kuala Lumpur Malaysia showcasing

the charm of Changyu’s national brand and enhancing the brand's stickiness with consumers. The

1 6Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual ReportCompany newly obtained 3 national invention patents including “A screening method forNortheast Mongolian oak for aging high-quality brandy”. The project “Research andindustrialization of technology for aging wine and brandy with domestic oak” was approved as a

major scientific and technological innovation project in Shandong Province. The research“Construction of the characteristic flavor expression system and innovation of the aging process ofChangyu Koya Brandy” won the first-class award of the China Alcoholic Drinks Association's

2023 Annual Science and Technology Award contributing to Yantai being awarded the title of

“China’s Brandy Capital” by the China National Light Industry Council. Changyu Industrial Park

was opened for free tourism attracting more tourists to visit the Company which was widely

praised by tourists greatly enhancing the company’s and brand’s reputation. The Company also

carried out the repurchase and cancellation of partial B shares in an orderly manner striving to

improve the return on assets.Second the Company continuously improved the system construction of the sales business

divisions. The Longyu Business Division adhered to the brand positioning and strived to break

through in specific customer circles to shapes the image of a high-end Chinese wine brand; The

Chateau Wine Business Division further unified the ideological understanding focused on the

brands of AFIP and Castel accelerated the construction of the circle-based distributor system and

actively conducted circle marketing activities centered on the prescribed marketing actions; The

Noble Dragon Business Division adhered to banquet promotion focused on 6 core products and

established and improved the operation and guarantee system for core products; The Imported

Wine Business Division had a clearer positioning of overseas chateaus in the Chinese market

improved the sales systems for different brands and actively explored the market; The Brandy

Business Division firmly adhered to the focused strategy steadily promoted digital construction

improved and promoted the construction of the Koya Experience Hall strengthened marketing

promotion and enhanced brand influence; The Online Business Division increased the sales efforts

for products such as Grappie to strive to cultivate new growth points; the Tourism Business

Division effectively empowered the brand while generating revenue. The wine culture museum was

successively rated as one of the top ten innovative venues for cultural and tourism integration in the

country and a national first-class museum and successfully completed the on-site observation

activity of the Shandong Industrial Tourism Promotion Conference.Third the Company adhered to the bottom-line of safe production continuously improved product

quality and resolutely refrained from crossing the red line. The Company ensured safe production

continuously promoted the work of investigating and rectifying potential major accident hazards

increased the intensity of safety inspections and assessments strengthened emergency knowledge

training and improved emergency response capabilities. As a result it was once again rated as a

“Golden Shield Enterprise” for safe production in the light industry of Shandong Province and was

recognized as an excellent organizing unit for the “Safe Production Month” activity by the Work

Safety Committee of the Shandong Provincial Government. The Company established a qualitymanagement model centered on “standard guidance full-process traceability and digitalempowerment”. It continuously improved internal control standards strengthened process

management further clarified the division of responsibilities strictly imposed penalties and held

1 7Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

people accountable and continuously enhanced product quality.Throughout the year the Company

won 78 awards at or above the gold award level.Fourth the Company strengthened financial management and enhanced audit supervision. The

Company completed the audit of the authenticity of profits the integrity and effectiveness of assets

in the production and sales systems for the year 2023. It also completed the departure audits of 22

unit managers in the sales system and special audits such as those on advertising expenses and held

the responsible persons accountable.The Company strengthened fund management and strived to

save financing costs. It increased interest income through methods such as structured deposits and

negotiated deposits. Moreover the Company strengthened financial supervision over overseas

enterprises tried its best to help them solve financing difficulties improved their performance

appraisal methods and ensured the healthy operation of overseas enterprises.

(2) Revenue and cost

* Composition of operating revenue

Unit: CNY

2024 2023 Year-on-year

Proportion in Proportion in increase or

Amount Amount

operating revenue operating revenue decrease (%)

Total operating revenue 3277278347 100% 4384764335 100% -25.26%

Sector-classified

Sector of liquor and

3277278347100%4384764335100%-25.26%

alcoholic beverage

Product-classified

Wine 2438454334 74.40% 3139234808 71.59% -22.32%

Brandy 740131229 22.58% 1152841194 26.29% -35.80%

Tourism 80672837 2.46% 82987641 1.89% -2.79%

Others 18019947 0.55% 9700692 0.22% 85.76%

Area-classified

Domestic 2685914511 81.96% 3761534793 85.79% -28.60%

Overseas 591363836 18.04% 623229542 14.21% -5.11%

Sales model- classified

Distribution 2773310799 84.62% 3725067921 84.95% -25.55%

Direct sales 503967548 15.38% 659696414 15.05% -23.61%

* The industry product region and sales model that account for over 10% of the Company’s

operating revenue or operating profit

□Applicable □Inapplicable

Unit: CNY

Operating Gross Year-on-year Year-on-year Year-on-year

Operating cost

revenue margin increase or increase or increase or

1 8Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

decrease (%) of decrease (%) of decrease (%) of

operating revenue operating cost gross profit rate

Industry-classified

Industry of liquor

and alcoholic 3277278347 1392602399 57.51% -25.26% -22.07% -2.93%

beverage

Product-classified

Wine 2438454334 1040715873 57.32% -22.32% -19.06% -2.91%

Brandy 740131229 308940869 58.26% -35.80% -32.91% -2.99%

Tourism 80672837 33691823 58.24% -2.79% -4.86% 1.59%

Others 18019947 9253834 48.65% 85.76% 75.58% 6.52%

Area-classified

Domestic 2685914511 1031980984 61.58% -28.60% -25.13% -2.81%

Overseas 591363836 360621415 39.02% -5.11% -11.76% 13.36%

Sales model- classified

Distribution 2773310799 1173187606 57.70% -25.55% -21.78% -3.41%

Direct sales 503967548 219414793 56.46% -23.61% -23.59% -0.02%

Under the condition that the statistical caliber of the Company’s main business data is adjusted

during the report period the Company’s main business data adjusted on the basis of caliber at the

end of report period in recent one year.□Applicable □Inapplicable

* Whether the Company’s sales revenue for material object is more than labor service

revenue

□Yes □No

Sector Item Unit 2024 2023 Year-on-year increase or decrease (%)

Alcohol and Sales volume Ton 78102 95557 -18.27%

alcoholic beverage Yield Ton 78147 90897 -14.03%

industry Inventory Ton 26687 25996 2.66%

Sales volume Ton 57652 65677 -12.22%

Wine Yield Ton 56339 62772 -10.25%

Inventory Ton 16370 17037 -3.92%

Sales volume Ton 20450 29880 -31.56%

Brandy Yield Ton 21808 28125 -22.46%

Inventory Ton 10317 8959 15.16%

Explanation on the causes of over 30% year-on-year changes of the related comparison data

□Applicable □Inapplicable

1 9Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Due to the decline in market demand the sales volume of brandy during the reporting period

decreased by 31.56% year-on-year.* The fulfillment of significant sales contract and purchase contract signed by the Company

up to the report period

□Applicable □Inapplicable

* Composition of operating costs

Industry categories

Unit: CNY

2024 2023 Year-on-year

Product

Item Proportion in the Proportion in the increase or

category Amount Amount

operating cost (%) operating cost (%) decrease (%)

Blending liquor 663779410 48.81% 879821814 50% -24.56%

Alcohol

Packing material 338038009 24.86% 465069105 26.43% -27.31%

and

Wages 47241313 3.47% 53675496 3.05% -11.99%

alcoholic

Manufacturing cost 200654650 14.75% 234667006 13.33% -14.49%

beverage

Contract performance

industry 110286688 8.11% 126559536 7.19% -12.86%

costs

Product categories

Unit: CNY

2024 2023 Year-on-year

Product

Item Proportion in the Proportion in the increase or

category Amount Amount

operating cost (%) operating cost (%) decrease (%)

Blending liquor 519678925 49.93% 656311928 51.04% -20.82%

Packing material 262997298 25.27% 318464336 24.77% -17.42%

Wages 38055803 3.66% 43873400 3.41% -13.26%

Wine

Manufacturing cost 139210471 13.38% 174460788 13.57% -20.21%

Contract performance

807733767.76%926836887.21%-12.85%

costs

Blending liquor 139052184 45.01% 216764039 47.07% -35.85%

Packing material 72469801 23.46% 143038952 31.06% -49.34%

Wages 8826222 2.86% 9390550 2.04% -6.01%

Brandy

Manufacturing cost 59918123 19.39% 58406958 12.68% 2.59%

Contract performance

286745399.28%329054797.15%-12.86%

costs

Explanation

No

2 0Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

* Whether there are changes of consolidation scope during the report period

□Yes □No

During the reporting period the Company’s subsidiary Liaoning Changyu Golden Icewine Valley

Co. Ltd. absorbed and merged another subsidiary of the Company Changyu (Huanren) Grape

Wine Co. Ltd. in December 2024 resulting in a corresponding change in the scope of the

consolidation.* Major changes or adjustments of the Company’s businesses products or service during

the report period

□Applicable □Inapplicable

* Information of major sales customers and major suppliers

The Company’s major sales customers

The total sales amount of the top five customers(CNY) 167901948

The proportion that total sales amount of the top five customers accounting for the annual total

5.12%

sales amount(%)

The proportion that sales amount of the related party in the total sales amount of the top five

0%

customers accounting for the annual total sales amount(%)

Information of the Company’s 5 biggest sales customers

No. Customer name Sales amount(CNY) Proportion in total sales for the year(%)

1 Rank 1st 68286518 2.08%

2 Rank 2nd 32575136 0.99%

3 Rank 3rd 23186668 0.71%

4 Rank 4th 22507894 0.69%

5 Rank 5th 21345732 0.65%

Total -- 167901948 5.12%

Other situation explanations of major customers

□Applicable □Inapplicable

Information on the Company’s main suppliers

The total purchase amount of the top 5 suppliers (CNY) 351406130

The proportion of the total purchase amount of the top 5 suppliers in the annual purchase

28.74%

amount

The proportion of the related party purchase amount in the top 5 supplier purchase amount

5.49%

in annual purchase amount

Information on the Company’s top 5 biggest suppliers

2 1Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

No. Supplier name Purchase amount(CNY) Proportion in total purchase for the year(%)

1 Rank 1st 125550551 10.27%

2 Rank 2nd 77496763 6.34%

3 Rank 3rd 67118462 5.49%

4 Rank 4th 48772094 3.99%

5 Rank 5th 32468260 2.66%

Total -- 351406130 28.74%

Other situation explanations of main suppliers

□Applicable □Inapplicable

(3) Expense

Unit: CNY

Year-on-year increase

2024 2023 Explanation of significant changes

or decrease (%)

Mainly because of decreased marketing

Sales expense 1012980420 1239782776 -18.29% expense resulting from decreased market

investment

Management

313911881 303990858 3.26% No significant change

expense

Financial Mainly due to the increase in exchange

128360731108345915.81%

expense losses.Mainly due to the increased in the cost of

Research and

testing and consumable materials resulting

Development 19538243 17413534 12.20%

from the increased Company’s increased

expense

R&D efforts.The Company needs to comply with the disclosure requirements of the food and wine

manufacturing industry as set out in the Guidance on Self-Regulation of Listed Companies of

Shenzhen Stock Exchange No.3- Industry Information Disclosure.

(4) Research and development investment

□Applicable □Inapplicable

Name of main

research and Project Project Predicted influence in the Company’s

Target

development purpose progress future development

project

—————

The Company’s research and development personnel

2024 2023 Percentage of changes (%)

Number of R&D personnel (person) 139 139 0%

2 2Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

The proportion of the number of R&D personnel 6.44% 6.35% 0.09%

Educational structure of R&D personnel

Bachelor 48 48 0%

Postgraduate 25 25 0%

Doctor 1 1 0%

Below Bachelor 65 65 0%

Age structure of R&D personnel

Under 30-year-old 34 34 0%

30-to 40-year-old 41 41 0%

Above 40-year-old 64 64 0%

The investment of the Company’s R&D

2024 2023 Percentage of changes (%)

R&D investment amount (CNY) 19538243 17413534 12.20%

R&D investment as a percentage of operating income 0.60% 0.40% 0.20%

Amount of R&D investment capitalized (CNY) 0 0 0%

Capitalized R&D investment as a percentage of R&D

0%0%0%

investment

Reasons and effects of major changes in the composition of the company’s R&D personnel

□Applicable □Inapplicable

Reasons for the significant change in the proportion of total R&D investment in operating income

compared with the previous year

□Applicable □Inapplicable

Reasons for the substantial changes in the capitalization rate of R&D investment and its rationality

explanation

□Applicable □Inapplicable

(5) Cash flow

Unit: CNY

Year-on-year increase

Item 2024 2023

or decrease (%)

Subtotal of cash inflow in operating activities 3673427471 4619240588 -20.48%

Subtotal of cash outflow in operating activities 3275686404 3446148845 -4.95%

Net amount of cash flow generated in operating activities 397741067 1173091743 -66.09%

Subtotal of cash inflow in investment activities 511439930 272891533 87.42%

Subtotal of cash outflow in investment activities 384211357 596232219 -35.56%

Net amount of cash flow generated in investment activities 127228573 -323340686 Inapplicable

Subtotal of cash inflow in financing activities 507959260 677271426 -25%

2 3Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Subtotal of cash outflow in financing activities 1274904376 1176936494 8.32%

Net amount of cash flow generated in financing activities -766945116 -499665068 -53.49%

Net increase of cash and cash equivalents -245428201 350402152 -170.04%

Explanation of main influence factors contributing to great changes in related data on year-on-year

basis

□Applicable □Inapplicable

During the reporting period the subtotal of cash inflows from operating activities and the net cash

flows generated from operating activities decreased year-on-year mainly due to the decrease in

cash received from the sale of goods and services as a result of the decrease in sales during the

reporting period compared with the same period last year. The subtotal cash inflow from

investment activities increased the subtotal cash outflow from investment activities decreased and

the net cash flow from investment activities increased mainly due to the recovery of time deposits.The year-on-year decrease in net cash flow from financing activities was mainly due that the

Company bought back and cancelled B shares. The year-on-year decrease in the net increase in

cash and cash equivalents was primarily due to the year-on-year decrease in net cash flows from

operating activities and net cash flows from financing activities.Explanation on the causes of major differences between the net cash flow generated by the

Company’s operating activities and net profit of this year during the report period.□Applicable □Inapplicable

5. Analysis to non-main business

□Applicable □Inapplicable

2 4Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

6. Assets and liabilities

(1) Significant changes of assets composition

Unit: CNY

At the end of 2024 At the beginning of 2024

Proportion increase or Explanation on

Proportion in the total assets Proportion in the total assets

Amount Amount decrease (%) significant changes

(%)(%)

Monetary funds 1797848130 14.36% 2217693647 16.63% -2.27% No significant changes

Receivables 270829601 2.16% 382132334 2.87% -0.71% No significant changes

Contract assets 0% 0% 0% No significant changes

Inventory 2904070556 23.19% 2765390587 20.74% 2.45% No significant changes

Investment real estate 21960451 0.18% 24482831 0.18% 0% No significant changes

Long-term equity investments 34864748 0.28% 38285620 0.29% -0.01% No significant changes

Fixed assets 5551671795 44.34% 5795082569 43.45% 0.89% No significant changes

Construction in progress 10177372 0.08% 3323241 0.02% 0.06% No significant changes

Right-of-use asset 71761262 0.57% 121745910 0.91% -0.34% No significant changes

Short-term borrowings 216140346 1.73% 364981445 2.74% -1.01% No significant changes

Contract liability 128090353 1.02% 175278849 1.31% -0.29% No significant changes

Long-term borrowings 50637203 0.40% 66616443 0.50% -0.10% No significant changes

Lease liability 27542829 0.22% 85038335 0.64% -0.42% No significant changes

Foreign asset has a high proportion

□Applicable □Inapplicable

2 5Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Control measures for Proportion of Whether there

Formation Operation Earning

Details of assets Assets scale Location safeguarding of overseas assets in the are significant

reasons mode condition

asset security Company’s net assets impairment risks

Hacienda Y The Company participates in

Vinedos Acquisition of Independent making important decisions through

567568347 Spain 10936633 4.53% No

Marques Del equity operation board of directors and appoints CFO

Atrio. SL on financial management.Indomita Wine The Company participates in

Establishment Independent

Company Chile 543903309 Chile making important decisions through 11847093 4.34% No

of joint venture operation

S.p.A. board of directors.The Company participates in

Kilikanoon Acquisition of Independent

153082748 Australia making important decisions through 4936141 1.22% No

Estate Pty. Ltd. equity operation

board of directors.Francs Champs Sole The Company participates in

Independent

Participations proprietorship 211889682 France making important decisions through -5480189 1.69% No

operation

SAS establishment directly appointing senior executive.Other

None

explanation

(2) Assets and liabilities measured at fair value

□Applicable □Inapplicable

(3) Limitations of assets rights up to the end of the report period

Please refer to the ‘52. Assets with restrictive ownership title or right of use’ of the ‘Notes to the financial statements’ in this report’s financial report.

7. Investment condition analysis

2 6Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(1) Overall situation

□Applicable □Inapplicable

Investment amount during the report period (CNY) Investment amount of the same period of last year (CNY) Variation

2773860046150000-39.89%

(2) Cases of acquired significant equity investments during the report period

□Applicable □Inapplicable

(3) Cases of significant ongoing non-equity investments during the report period

□Applicable □Inapplicable

Unit: CNY

Whether Investment Accumulated Accumulated Reasons for

Involved

belongs to amount actual investment realized unreached Disclosu

Investmen sectors of Capital Project Estimated Disclosure index (if

Project name fixed during the amount up to the earnings up to planning schedule re date

t mode investment source progress earnings have)

assets report end of the report the end of the and estimated (if have)

projects

investment period period report period earnings

Yantai Changyu Please refer to

International Wine Self-const Owned 2017.04. Resolution

Yes Liquor 0 1705784100 100% 0 0 —

City Blending and ructed fund 22 Announcement of

and

Cooling Center Seventh Session Board

alcoholic

of Directors 4th Meeting

beverage

Yantai Changyu Resolution

Self-const sector Owned 2017.04.International Wine Yes 0 1136520000 100% 0 0 — Announcement of

ructed fund 22

City Bottling Center Seventh Session Board

2 7Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Oak Barrel Self-const Owned 2021.04. of Directors 8th Meeting

Yes 19160000 227014200 97% 0 0 —

Procurement Project ructed fund 28 Seventh Session Board

Intellectualized of Directors 10th

Upgrade and Meeting Resolution

Self-const Owned 2022.04.Renovation Project Yes 3696400 63809400 100% 0 0 — Announcement of Eighth

ructed fund 27

of Changyu Wine Session Board of

Culture Museum Directors 4th Meeting

The new Resolution

fermentation Self-const Owned 2024.04. Announcement of Eighth

Yes 4882200 4882200 90% 0 0 —

workshop project of ructed fund 10 Session Board of

Ningxia Chateau Directors 11th Meeting

Resolution

Announcement of Ninth

Session Board of

Directors 5th Meeting

and Resolution

Infrastructure Announcement of Ninth

improvement Self-const Owned 2022.04. Session Board of

Yes 0 0 0% 0 0 —

project of Changyu ructed fund 27 Directors 9th Meeting

Industrial Park disclosed on China

Securities Journal

Securities Times and

CNINFO

(http://www.cninfo.com.cn/)

Total -- -- -- 27738600 3138009900 -- -- 0 0 -- -- --

28Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(4) Financial assets investment

* Security investment situation

□Applicable □Inapplicable

There are no security investments for the Company during the report period.* Derivatives investment

□Applicable □Inapplicable

There are no derivatives investments for the Company during the report period.

(5) The usage situation of raised capital

□Applicable □Inapplicable

There are no usage situations of raised capital for the Company during the report period.

8. Sale of significant assets and equities

(1) Sale of significant assets

□Applicable □ Inapplicable

The asset The Whether

Whether Whether it is

contributed to the proportion of the

The all the implemented as

net profit of the the net profit Asset Whethe property

Transactio associated claims planned; If it is not

listed company The impact contributed by sale r it is a rights of Disclo

Counterp Sold Sale n price relationshi and debts implemented as Disclosure

from the of the sale on asset sale to pricing related the assets sure

arty asset date (CNY’000 p with the involved planned explain index

beginning of the the company the total net princip transact involved date

0) counterpar have been the reasons and the

current period to profit of the les ion have been

ty transferre measures taken by

the date of sale listed fully

d the company

(CNY’0000) company transferred

Governme The This Negoti The transaction is The

2024. Inapplicab 2024.

nt of Compan 20166 12740 transaction 41.74% ated No No No progressing in an Announcement

12.27 le 12.27

Zhuqiao y’s will not pricing orderly manner on Proposal on

29Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Town in Zhuqiao adversely on the and the transaction Disposal of

Laizhou grape affect the basis price of Partial Grape

and the base normal of CNY101million Bases (2024-

Governme production apprais has been received Interim 67)

nt of and al so far and the disclosed on

Yidao operation of remaining portion China

Town in the is expected to be Securities

Laizhou company; fully paid in 2025. Journal

Certain asset Securities Time

transfer s and CNINFO

income can (http://www.cni

be obtained. nfo.com.cn/)

(2)Sale of significant equities

□Applicable □Inapplicable

9. Analysis of main holding and joint stock companies

□Applicable □Inapplicable

Situation of main subsidiaries and joint stock companies affecting over 10% of the Company’s net profit

Unit: CNY

Main Registered Operating Operating

Company name Company type Total assets Net assets Net profit

business capital revenue profit

Yantai Changyu Pioneer Wine Sales Co. Ltd. Subsidiary Sales CNY8million 662045272 39870386 2043047363 167864025 130754345

Yantai Changyu Wine Sales Co. Ltd. Subsidiary Sales CNY5million 309169361 289951349 826639081 142171514 106646807

Changyu Trading Co. Ltd. in Development Zone of Yantai Subsidiary Sales CNY5million 90297729 15239443 136809363 46208465 34476172

Laizhou Changyu Wine Sales Co. Ltd. Subsidiary Sales CNY1million 81313432 1080297 274842640 33182419 24904800

Acquisition and disposal of subsidiaries during the report period

□Applicable □Inapplicable

Explanation on main holding and joint stock companies

No.

30Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

10. Situation of the structured subjects controlled by the Company

□Applicable □Inapplicable

11. Expectation for the Company’s future development

On the basis of our limited experience and professional skills the Company makes the following

judgments on the wine industry and future development:

(1) The sector competition pattern and development trend

In 2025 the Company expects that the competition in the wine market will remain very fierce but

there are also many favorable factors for the development of the wine industry. The local

governments of each wine-producing region are actively responding to support the development of

the wine industry; There are many high-net-worth individuals in China bringing a large base of

high-end demand and the atmosphere of wine consumption and the perception of the fact that wine

is healthy are gradually forming; Young and trendy drinkers are on the rise beginning to influence

the future development trend of wine consumption; With the rise of the national tide the

consumption of domestic goods has gradually become a fashion; In the long run the huge

development potential of domestic wines has not changed and the industry will continue to focus on

core brands. In such a case of long-term coexistence of opportunities and challenges as always the

Company believes that those enterprises that possess strong brand influence and marketing ability

catch the opportunities actively take adjustments make full use of newly emerging and traditional

sales channels make efforts to guide and cultivate wine consuming groups.

(2) The Company’s development strategyThe Company will adhere to the development strategy of “Focus on middle-and-high level Focuson high quality Focus on large single product” and the marketing philosophy of “obtaining growthfrom the terminal and nurturing consumers” follow the work guideline of “Staying committed tothe goals without wavering remaining steadfast in the development direction maintaining rigorousmanagement without slackening and persisting in innovation without pause” give full play to own

advantages and strive to achieve various operating targets.

(3) Management plan for the new year

In 2025 the Company will try its best to realize operating revenue of not less than CNY3.4billion

and control the main operating costs and three period expenses below CNY3billion.

(4) Measures to be adopted by the Company

In the new year the Company will lead and unite all employees to continue to vigorously promote

the spirit of service ingenuity and fairness face difficulties with courage and never retreat

maintain firm faith uplift morale and strive to achieve various business indicators. The Company

will focus on the following key tasks:

Firstly the Company will adhere to promote the development of wine brandy and other alcoholic

products taking grapes as raw materials; keep improving the sales division system and being more

31Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

focused on products markets and marketing actions; strive to achieve win-win situation with

partners (distributors) manage the price system and create a good distribution environment.Secondly the Company will reinforce the innovation. The Company will mainly do a good job in

product innovation carry out the layout of white wine sweet wine sparkling wine and alcohol-free

wine and systematically make innovation from the product sales system brand marketing and

other aspects; do a good job in digital innovation continue to work hard in the “last mile” of

interaction with consumers and break through the blocking point; do a good job in channel

innovation actively expand community stores convenience stores and new retail and other

terminal channels continue to expand online private domain live streaming and other new

e-commerce; vigorously promote the innovation of the tourism system to promote more tourism

products (especially alcohol products) to the local tourist attractions.Thirdly the Company will continuously enhance and energize the management team to boost

corporate vitality. The Company will intensify performance evaluations at all levels actively attract

top talent strengthen the “catfish effect” optimize the talent structure and consistently improve

team morale cohesion and combat effectiveness.Fourthly the Company will strengthen market management to ensure steady improvement in

production safety and product quality. The Company will intensify efforts to regulate advertising

and tasting wines cracking down on counterfeit products and unauthorized distribution; firmly

establish the principle of prioritizing safety in production and implement responsibilities andsystems at all levels to ensure safe operations; adhere to the quality positioning of “Chinese terroirChangyu style world-class quality” continue to uphold the “four strictest standards” to prevent any

quality or safety incidents; refine quality control and management across all stages including grapecultivation bulk wine transportation and raw material procurement ensuring “traceable quality andaccountable responsibility”.Fifthly the Company will strengthen financial management and audit supervision to prevent major

operational risks. The Company will further enhance profit and gross margin assessments reinforce

capital management to ensure the security of receivables and funds and intensify audit efforts on

marketing activities and advertising expenditures including unannounced audits. Additionally the

Company will strengthen internal control effectiveness and financial compliance audits for joint

ventures to avoid potential losses.

(5) Potential risks

* Risk in price fluctuation of raw materials

Grapes are the Company’s main raw materials. The grape’s yield and quality are affected to a

certain extent by the natural factors such as drought wind rain frost and snow. These force majeure

factors greatly influence the quantity and price of the grapes in this Company orders and add the

uncertainty to the Company’s production and operation. Therefore the Company will lower the

risks that are likely to affect grape quality and result in price fluctuation by means of expanding the

self-run vineyards strengthening the vineyard management and optimizing the layout of vineyards.* Risk in uncertainty of market input and output

32Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

To cope with the cutthroat market competition and to meet the needs for market development the

Company has input more and more capital in the market and the sales expense has taken up a higher

percentage point in the business revenue. The input-output ratio will affect the Company’s operating

results to a great extent and the risk that some investments may not reach the expectations is likely

to occur. Therefore the Company will strengthen market research and analysis enhance market

forecast accuracy and continue to perfect the input-output evaluation system to ensure the

investments in market to be satisfactory as expected.* Risk in product transport

The Company’s products are fragile and sent to different places all over the world mostly by sea

railway and expressway. The peak season of sales is usually in cold winter and close to the spring

festival when market has a great demand. At that time the natural and human factors such as serious

shortage of transport capacity resulting from busy flow of people and goods wind snow freezing as

well as traffic accidents make the transport departments difficult to send products to markets in time

and safely. As a result it makes this Company have to face the risks of missing the peak season of

sales. Therefore the Company will adopt all methods possible like making precise sales prediction

and well designed connection of production and sales reasonably arranging production and

transport means and making use of more available warehouses in different places to lower these

kinds of risks.* Risk in investment faults

The Company invested many projects in the previous periods and the investment amounts were

relatively large. For individual project owing to the influence of various factors it led to have the

risks of facing with the investment amount out of budget or hardly taking back the expected

investment earnings. The Company will take an adequate argument and scientific decision-making

for investment projects try hard to reduce and avoid investment risks.* Risk in exchange rate

The Company’s overseas subsidiaries export products to many different countries and the export

amount is relatively large. There may be exchange losses or gains due to exchange rate fluctuation.* Other risks

During the production and sales of the Company’s products it may be affected by force majeure

such as wars typhoons earthquakes etc..

12. Activity registration form for receptions of research communication visit and other

activities during the report period

□Applicable □Inapplicable

Type of Main discussed Basic situation

Reception Reception Reception

reception Reception object contents and index of

time place pattern

object provided data reception

Yi WEI from Citic Securities The Record of

The recent

The Xiangwei ZHANG from Guosen Investor-relation

Institutions production and

meeting Field Securities and shareholders who s Activity

2024.03.11 and operation

room of the research participated in the on-site meeting disclosed on

individuals situation of the

Company of the Company’s First Interim Shenzhen Stock

Company

Shareholders’ Meeting in 2024. Exchange

2024.05.15 The Network Institutions The majority of domestic and The recent The Record of

33Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

meeting platform and foreign investment institutions production and Investor-relation

room of the online individuals and individuals operation s Activity

Company communi situation of the disclosed on

cation Company Shenzhen Stock

Exchange

Yi WEI from Citic Securities

Jiadong HU from Guosen

Securities Huifeng REN and

Ruoshi LIU from Taikang Asset

Management Co. Ltd. Shuhui

CHEN and Ke YI from China

The Record of

Merchants Securities Lu ZHENG The recent

The Investor-relation

Institutions and Mo ZHANG from Rosefinch production and

meeting Field s Activity

2024.05.17 and Fund Jiaqi LI from Everbright operation

room of the research disclosed on

individuals Securities Yu FU from Elephant situation of the

Company Shenzhen Stock

Capital Shengxiong LI from Company

Exchange

Qingdao Wentai Private Equity

Fund Management Co. Ltd. and

shareholders who participated in

the on-site meeting of the

Company’s 2023 Annual

Shareholders’ Meeting.

13. Market value management system and valuation enhancement plan formulation and

implementation

Whether the company has established a market value management system

□Yes □No

Whether the company has disclosed a valuation enhancement plan

□Yes □No

14. Implementation of the “The Improvement Both on Quality and Return” action plan

Whether the company disclosed the “The Improvement Both on Quality and Return” action plan

□Yes □No

IV. Corporate Governance

34Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

1. Current Corporate Governance Situation of the Company

(1) About shareholders and shareholders’ meeting

The Company has set up the Deliberation Rules of Shareholders’ Meeting and convened the

shareholders’ meetings in strict accordance with requirements of standard opinions of shareholders’

meeting made the great effort to provide convenient conditions for more shareholders to

participate the shareholders’ meeting and ensured all shareholders to enjoy same equity and well

exercised their rights. The Company drew great attention to the communication and exchange with

shareholders actively responded the shareholders’ inquiry and questions and widely listened to the

suggestions and comments from shareholders.

(2) About the Company and holding shareholder

The Company has independent business and self-management capacity which is independent from

the controlling shareholders in business staffs assets institutions and finance. The Board of

Directors Board of Supervisors management teams and also internal institutions are able to

operate independently in the Company. The controlling shareholders of the Company could

regulate their behaviors without directly or indirectly interfering in the Company’s decision-making

and business activities beyond the shareholder’s meeting; meanwhile there is no case of

encroaching on the Company’s assets and damaging the interest of the Company and minority

shareholders.

(3) About the director and board of directors

The Company strictly appoints all directors in light of Corporation Act and Articles of Associations.The qualifications of all directors are in line with the requirements of laws and regulations. In

accordance with the requirements of Corporate Governance Guidelines the Company has carried

out the cumulative voting system in the director selection. At present the Company has five

independent directors accounting for above one third of all directors and the number and personnel

composition of board of directors was basically in accord with requirements of regulations as well

as Articles of Associations. All directors of the Company were able to carry out work in accordance

with the Rules of Board of Directors’ Procedure and Working Rules for Independent Directors

punctually attended the board of directors’ and shareholders’ meetings actively took part in

relevant knowledge training were familiar with the laws and regulations concerned had a deep

knowledge and long experience of practitioners and performed their duties according to the law

and regulations. The Board of Directors convened the meetings complies with relevant laws and

regulations.

(4) About supervisor and board of supervisors

The Company strictly elected all supervisors in light of the procedures stipulated in the Corporation

Act and Articles of Associations. At present board of supervisors has three people among which one

supervisor is representative for staff. The number and composition of board of supervisor meet the

requirements of regulations and laws. All supervisors of the Company could follow the requirement

of Rules of Board of Supervisors’ Procedure insist the principle of responsibility to all shareholders

seriously perform their duties effectively supervise and present their independent opinions on

important issues interrelated deals financial status appointment of an accounting firm and the duty

performance of directors and managers of the Company.

35Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(5) About performance evaluation and incentive system

The appointment of managers was open and transparent and accorded with laws and regulations.The Company has established and gradually improved the performance evaluation standard and

formed efficient incentive system so as to ensure the salary of staff to be linked with work

performance.

(6) About interested parties

The Company could fully respect and safeguard the legal rights of the party with relevant benefit

cooperate actively with the interested parties jointly drive the Company to develop continually and

stably pay great attention to the issues such as local environmental protection and public utilities

etc. and fully assume the due social responsibility.

(7) About the information disclosure and transparency

The Company has appointed the board secretary to be responsible as the head of investor relation

management including information disclosure investor relations management and reception of

shareholders’ visit and consultation. The Company has also assigned China Securities Newspaper

Securities Times Honkong Commercial Daily and web site http://www.cninfo.com.cn/ to disclose

information punctually accurately and truly disclosed any information in the light of requirement

of relevant laws and rules and also ensured all shareholders to have same opportunity to acquire

any information.In order to further perfect the Company’s governance system during the report period the

Company formulated Opinions on Strengthening the Management of Food Safety at Production

Sites and Provisions on Implementing the Supervision and Management of Food Safety Main Body

Responsibility revised and improved several rules and regulations such as Measures for the

Administration of Labor Contracts.Whether or not there is significant variance between the Company’s actual situation of corporate

governance and laws administrative regulations and the regulations about listed company

governance issued by China Securities Regulatory Commission.□Yes □No

There is no significant variance between the Company’s actual situation of corporate governance

and laws administrative regulations and the regulations about listed company governance issued by

China Securities Regulatory Commission.

2. Relative to the controlling shareholder and actual controller independence of the Company

on ensuring the company’s assets personnelfinance organization business etc.

(1) Personnel Arrangement

The Company’s general manager deputy general managers and other senior officers all of whom

were paid by the Company and did not hold any concurrent administrative ranks in the controlling

units. The Company was entirely independent in personnel arrangement conclusion and adjustment

of labor contracts thanks to its sound and independent system for labor personal and salary

management.

(2) Assets

36Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Tangible assets and Intangible assets including trademark industrial property right and non-patent

technologies were all clearly divided between the Company and the controlling shareholders and

all legal formalities were completed. As an independent legal entity the Company operates

independently in accordance with the law and does not provide any form of guarantee with its

assets for shareholders’ or individuals’ liabilities or other legal or natural persons. Due to the

historical issues the ownership of trademarks such as “张裕” (Changyu) that the Company is

permitted to use that are still remained with the controlling shareholder. Except for a very small

number of trademarks such as “张裕”(Changyu) the Company has ownership rights of the vast

majority of trademarks being used by the Company which ensures the independence and

completeness of the Company’s assets.

(3) Finance

The Company is equipped with independent finance department financial administrator and

financial and accounting staff as well as a complete independent and standardized financial

accounting system. The Company also opened its own bank accounts independent and legally

paying taxes and workers insurance fund. All financial individuals do not hold any concurrent posts

in associated companies and are able to make financial decisions independently. The Company has

its own audit department which is especially responsible for the internal audit work of the

Company.

(4) Independent Institutions

The Company has set up a sound organizational framework in which the Board of Directors and

Board of Supervisors operate independently no superior and subordinate relationship exists

between the functional departments of the controlling shareholder. The Company has its own

independent production & business offices and all functional departments are independent to

exercise their powers and carry out the production and business activities independently.

(5) Operations

The operations of the Company are independent of the controlling shareholders. The Company

owns itself completely independent systems covering research and development financial

accounting labor and human resource quality control raw materials purchase production and sales

has the independent management ability and does not have the problem that entrusts the controlling

shareholders to buy and sell on commission nor exist the horizontal competition with controlling

shareholders.

3. Situation for Horizontal Competition

□Applicable □Inapplicable

37Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

4. Information for the shareholders’ meeting and interim shareholders’ meeting held during the report period

(1) Information for the shareholders’ meeting during the report period

Participation ratio Convening Disclosure

Session Meeting type Meeting Resolution

of investors date date

The First Interim Interim According to the voting results the meeting deliberated and approved Plan on Buy-Back of

Shareholders’ Shareholders’ 53.89% 2024.03.11 2024.03.12 Partial B Shares of Yantai Changyu Pioneer Wine Co. Ltd. Proposal on Replacement and

Meeting in 2024 Meeting Election of Directors and Proposal on Authorization to Buy Back Shares by disclosed ballot.According to the voting results the meeting deliberated and approved 2023 Annual Board of

2023 Annual Annual

Directors’ Work Report 2023 Annual Board of Supervisors’ Work Report 2023 Annual Report

Shareholders’ Shareholders’ 53.58% 2024.05.17 2024.05.18

Proposal on 2023 Annual Profit Distribution Proposal on 2024 Annual Financial Budget and

Meeting Meeting

Proposal on Appointment of Certified Public Accounting Firm by disclosed ballot.According to the voting results the meeting deliberated and approved Proposal on Amendment of

the Company’s “Articles of Association” Proposal on Amendment of the Company’s “Rules ofThe Second Interim InterimRrocedure for Shareholders’ Meeting” Proposal on Amendment of the Company’s “Rules ofShareholders’ Shareholders’ 52.23% 2024.06.25 2024.06.26Rrocedure for Board of Directors” Proposal on Amendment of the Company’s “Rules ofMeeting in 2024 MeetingRrocedure for Board of Supervisors” and Proposal on Formulation of “Working System ofIndependent Directors” by disclosed ballot.According to the voting results the meeting deliberated and approved Proposal on Buying Back

The Third Interim Interim

and Cancelling Some Restricted Shares of the Company’s 2023 Restricted Share Incentive Plan

Shareholders’ Shareholders’ 52.59% 2024.08.08 2024.08.09

and Adjusting the Buy-back Price and Proposal on Changing the Registed Capital and

Meeting in 2024 Meeting

Amending the “Articles of Association” by disclosed ballot.The Fourth Interim Interim

According to the voting results the meeting deliberated and approved Proposal on Appointment of

Shareholders’ Shareholders’ 53.08% 2024.09.30 2024.10.01

Director by disclosed ballot.Meeting in 2024 Meeting

38Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(2) Request for convening interim shareholders’ meeting by preferred shareholders owing recovered voting right

□Applicable □Inapplicable

5. Situation for Directors Supervisors Senior Executives and Staff

(1) Changes in shareholdings of directors supervisors and senior executives

Shares held at Increased Decreased Other Shares held at

Beginning date Ending date Reasons of the increase and decrease

Name Gender Age Post Status the beginning shares during shares during changes of the end of the

of tenure of tenure change of shares held

of the period the period the period shares held period

Hongjiang

M 60 Chairman Incumbent 2002.05.20 2025.05.28 279600 279600

ZHOU

Jian SUN M 58 Director Incumbent 2019.05.17 2025.05.28 330000 30000 360000 Purchased the Company’s B shares

Jiming LI M 58 Director Incumbent 2019.05.17 2025.05.28 160000 160000

Dianxin

F 58 Director Outgoing 2019.05.17 2024.02.22

CHEN

Xunzhang

M 51 Director Incumbent 2024.03.11 2025.05.28

LIU

Aldino

M 72 Director Outgoing 2006.12.07 2024.09.02

Marzorati

Marco

Giovanni M 51 Director Incumbent 2024.10.01 2025.05.28

Ferrari

Jianxun

M 58 Director Incumbent 2022.05.27 2025.05.28 160000 160000

JIANG

Stefano

M 66 Director Incumbent 2022.05.27 2025.05.28

Battioni

Enrico

M 56 Director Incumbent 2019.05.17 2025.05.28

Sivieri

Yun

F 57 Director Incumbent 2020.06.19 2025.05.28

CHIANG

Changqing Independent

M 60 Incumbent 2019.05.17 2025.05.28

DUAN director

Huirong F 61 Independent Incumbent 2019.05.17 2025.05.28

39Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

LIU director

Independent

Qinglin LIU M 61 Incumbent 2019.07.02 2025.05.28

director

Independent

Renzhu YU M 46 Incumbent 2020.05.27 2025.05.28

director

Zhuquan Independent

M 59 Incumbent 2020.05.27 2025.05.28

WANG director

Chairman of

Bin LENG M 62 the Board of Incumbent 2020.05.27 2025.05.28

Supervisors

Zhijun LIU M 44 Supervisor Incumbent 2016.05.26 2025.05.28

Wenping

F 56 Supervisor Outgoing 2022.05.27 2024.05.05 0

ZHENG

Jinfeng YU F 34 Supervisor Incumbent 2024.05.05 2025.05.28

General

Jian SUN M 58 Incumbent 2018.01.10 2025.06.10

manager

Deputy

Jiming LI M 58 general Incumbent 2019.05.28 2025.06.10

manager

Deputy

Hua JIANG M 61 general Incumbent 2001.09.14 2025.06.10 170000 170000

manager

Deputy

Bin PENG M 58 general Incumbent 2018.01.10 2025.06.10 160000 160000

manager

Deputy

general

Jianxun

M 58 manager and Incumbent 2019.05.28 2025.06.10

JIANG

Board

secretary

General Was bought back the granted

Jianfu PAN M 49 manager Incumbent 2018.04.19 2025.06.10 100000 30000 70000

restricted shares

assistant

General

Qingkun

M 52 manager Incumbent 2022.06.09 2025.06.10 100000 25000 75000 Sold the granted restricted shares

KONG

assistant

40Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

General Was bought back the granted

Shilu LIU M 50 manager Incumbent 2018.04.19 2025.06.10 100000 30000 70000

restricted shares

assistant

General

Zhenbo

M 48 manager Incumbent 2018.04.19 2025.06.10 100000 25000 75000 Sold the granted restricted shares

XIAO

assistant

Total -- -- -- -- -- -- 1659600 30000 50000 60000 1579600 --

Is there any resignation of directors and supervisors and dismissal of senior management personnel during their term of office during the reporting

period

□Yes □No

During the reporting period directors Ms. Dianxin Chen and Mr. Aldino Marzorati resigned as directors of the Company; The supervisor Ms. Wenping

Zheng no longer served as the supervisor of the Company due to retirement.Changes of directors supervisors and senior managers of the company

□Applicable □Inapplicable

Name Post Status Date Reason

Dianxin CHEN Director Outgoing 2024.02.22 Job transfer

Aldino Marzorati Director Outgoing 2024.09.02 Retired

Wenping ZHENG Supervisor Outgoing 2024.05.05 Retired

Xunzhang LIU Director Be elected 2024.03.11 Job transfer

Marco Giovanni Ferrari Director Be elected 2024.10.01 Job transfer

Jinfeng YU Supervisor Be elected 2024.05.05 Job transfer

41Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(2) Situation for work experience

The professional background main work experiences and present positions of the Company’s

directors supervisors and senior executives

* Members of Board of Directors

Mr. Hongjiang Zhou male 60 years old Chinese with doctoral degree senior engineer used to

be the General Manager of Yantai Changyu Pioneer Wine Sales Co. Ltd. the Deputy General

Manager the General Manager and the Deputy Chairman of Yantai Changyu Pioneer Wine Co.Ltd.. He is incumbent as the Chairman of Yantai Changyu Group Co. Ltd. and the board director

and the Chairman of the Company now.Mr. Jian Sun male 58 years old Chinese MBA used to be the Deputy General Manager of the

Company. He is incumbent as the board director and the General Manager of the Company and

with an additional post of the board director of Yantai Changyu Group Co. Ltd..Mr. Jiming Li male 58 years oldChinese with doctoral degree application researcher used to be

the Chief Engineer of the Company. He is incumbent as the board director and the Deputy General

Manager of the Company and with an additional post of the board director of Yantai Changyu

Group Co. Ltd..Mr. Jianxun Jiang male 58 years old Chinese MBA and accountant served as the Financial

Manager of the Company from May 20 2002 to January 10 2018. He now serves as the board

director Deputy General Manager and Board Secretary of the Company.Mr. Xunzhang Liu male 51 years old Chinese with bachelor degree from January 1993 to

January 2022 successively served as a Secretary of Political Consultative Conference the Deputy

Secretary and the Secretary of Youth League Committee of Dachenjia Town Longkou City; he

Secretary of Youth League Committee and the Deputy Town Chief of Beima Town Longkou City;

the Deputy Director of Bureau for Letters and Calls of Longkou Municipal Committee and

Municipal Government; the Director of Longkou Seismological Bureau; the Deputy Secretary of

the Party Committee and the Town Chief of Zhuyouguan Town Longkou City; the Deputy

Secretary of the Party Working Committee of Longkou Economic Development Zone and the

Secretary of the Party Working Committee of Longgang Street; the Secretary of the Party

Committee of Langao Town Longkou City; the Secretary of Party Group and the Director of

Longkou Environmental Protection Bureau; the Secretary of Party Group and the Director of

Longkou Comprehensive Law Enforcement Bureau; the Secretary of Party Committee and the

Director of Longkou Finance Bureau; the Manager of the Management Committee the Secretary of

the Party Working Committee the Secretary of the Party Working Group of the Finance Bureau and

the Director of the Financial Services Center of Longkou Economic Development Zone; a member

of Longkou Government Party Group and the Deputy Mayor of Longkou City. From January 2022

to November 2023 he served as the full-time Deputy Secretary of the Party Committee of Yantai

Guofeng Investment Holding Group Co. Ltd.. From September 2022 to November 2023 he

concurrently served as the Chairman of the Labor Union of Yantai Guofeng Investment Holding

Group Co. Ltd.. Now he serves as the Deputy Secretary of the Party Committee and the General

Manager of Yantai Guofeng Investment Holding Group Co. Ltd. and the board director of Changyu

Group Co. Ltd. and the Company.Mr. Marco Giovanni Ferrari male 51 years old Italian laurea degree. He has successively

served as marketing assistant of Bacardi-Martini Italy and Martini & Rossi S.p.A. (Torino Italy)

brand manager of Bacardi-Martini UK (Southampton UK) marketing manager of Bacardi-Martini

42Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Italy (Torino Italy) global marketing manager Bacardi Rum of Bacardi Limited (London UK)

director of strategic development marketing and trade marketing of Branca International (Milano

Italy) global chief marketing officer and regional director North America of Stoli Group (part of

SPI Group S.A.R.L.) (Luxembourg) and CEO and executive board member of Gruppo Montenegro

(Bologna Italy). He currently serves as CEO and executive board member of Illva Saornno Holding

(Saronno Italy) member of the Board of Federvini (Italian Federation of Spirits and Wine

Manufacturers) member of the Board of Governors and vice-chair of British School of Milan and

director of Yantai Changyu Group Co. Ltd. and the Company.Mr. Stefano Battioni male 66 years old Italian graduated with a bachelor’s degree. He has

served as a Senior Product Manager of Colgate Palmolive in Italy the Marketing Director of Barilla

Holding the International Marketing Director and the Spirits Business Unit Director-General

Manager of Illva Saronno S.p.A. (a spirit company as a wholly-owned subsidiary of Illva Saronno

Holding S.p.A.). He is currently the CEO of Illva Saronno S.p.A. and the board director of Changyu

Group Co. Ltd. and the Company.Mr. Enrico Sivieri male 56 years old Italian with bachelor degree served successively as the

financial controller of ARNEG S.p.a. the commercial analyst of SPILLERS FOODS ITALIA S.p.a.the trade controller of Nestle’ Purina Petcare Europe European marketing & sales controller of

Nestle’ Purina Petcare Europe the European supply chain controller of Nestle’ Purina Petcare

Europe the Southern Europe regional controller of Nestle’ Purina Petcare Europe and the Director

of group financial controlling of Illva Saronno Holding S.p.A. and currently serving as a member

of the board of directors for Royal Oak Distillery Ltd. and the General Manager of Illva Saronno

Holding S.p.A. and the board director of Changyu Group Co. Ltd. and the Company.Ms. Yun Chiang female 57 years old successively obtained Bachelor of Science degree Magna

Cum Laude from Virginia Tech Virginia EMBA of The Kellogg School of Management at North

Western University USA and EMBA of The Graduate School of Management Hong Kong

University of Science and Technology Hong Kong China. She used to acted as Director at

American International Group (AIG) direct investment team the Managing Partner of Pacific

Alliance Group (PAG). She currently serves as the INED member of Audit Committee and

Nomination Committee and Chairlady of ESG Committee in Las Vegas Sands China the INED

member of Audit Committee and Remunerations Committee and Chairlady of Nomination

Committee and ESG Committee in Goodbaby International Holding Ltd. the INED member of

Audit Committee and Nomination Committee and Chairlady of Remunerations Committee in

Pacific Century Premium Developments Ltd. the CEO and Founding Partner of Prospere Capital

and the board director of the Group Company and the Company.Mr. Qinglin Liu male 61 years old doctoral degree of Management Chinese no overseas

permanent residence. He is currently a professor and doctoral supervisor of Economics Faculty of

Shandong University the Director of Institute for World Economy Studies of Shandong University

the Executive Deputy President of Shandong Institute of Development of Shandong University a

member of a council of China Society of World Economics an executive member of a council of

The Association for Canadian Studies in China and Shandong Youth Scholars Association a

member of a council of Shandong Association for Business Economics and Shandong Price

Association. He currently serves as an independent director of Shandong Xinneng Taishan Power

Generation Co. Ltd. an independent director of Weihai Huadong Automation Co. Ltd. and an

independent director of the Company.

43Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Mr. Changqing Duan male 60 years old Chinese with doctoral degree professor doctoral and

master’s supervisor and the national senior winemaker and senior wine taster.He currently serves

as the chief scientist of national grape industry technology system and the Director of Wine

Processing Key Laboratory of Ministry of Agriculture and Rural Affairs. Meanwhile he holds

concurrent posts of the Director of China Wine Technology Committee the Director of China Wine

and Fruit Wine Expert Committee the Executive President and the Secretary General of Grape and

Wine Branch of Chinese Horticultural Society and the Vice President of China Agricultural Society

Grape Branch. His major research fields are the basic theoretical research and related high and new

technology research and development as well as application promotion work in the direction of

suitability between ecology in producing area and grape variety and liquor variety evolvement

mechanism and directional brewing of wine flavor formation grape fruit flavor metabolism

regulation and product flavor quality evaluation and so on. He is a current independent director of

the Company.Ms. Huirong Liu female 61 years old Chinese with doctoral degree the former Deputy Dean

and Dean of the Institute of Political Science and Law of Ocean University of China. She used to

serve as an independent director of Sailun Group Co. Ltd. Longda Meat and Sacred Sun Co. Ltd.and Shandong Sacred Sun Power Sources Co. Ltd.. Currently she is a second-level professor and

doctoral supervisor of Ocean University of China and with additional post as a researcher of the

“Belt and Road Initiative” Judicial Research Center of the Supreme People’s Court an expert at the

Supreme People’s Court for foreign-related commercial and maritime action expert database the

Deputy Chairman of the sixth Shandong Law Society and the Deputy Director of the Academic

Committee and the Chairman of the Qingdao Law-based Government Research Institute. Her

research fields are International Law and Legislative Science. She has won the title of Shandong

Top Ten Outstanding Young and Middle-aged Jurists the third prize of Excellent Social Science

Achievement of the Ministry of Education the third prize of Shandong Excellent Social Science

Achievement the second prize of Shandong Excellent Philosophy and Social Science Achievement

the first prize of Excellent Achievement of Shandong Education Department and the Top Talent in

Qingdao City. She is a current independent director of the Company.Mr. Renzhu Yu male 46 years old Chinese doctor of management high-level talents of Jinan

used to act as the Deputy Director of Huanglong National Scenic Area Administration in Aba

prefecture of Sichuan province as a member of the 18th doctoral team of the Central Organization

Department and the Communist Youth League of China and also ever acted as managing director of

Shandong Agricultural Economy Society. Currently he serves as a professor and a master

supervisor in School of Business Administration in Shandong University of Finance and Economics

the managing director of Chinese Marketing Association of Universities and an independent

director of the Company.Mr. Zhuquan Wang male 59 years old Chinese doctor of management (accountancy) national

high-level talent first batch of national accounting academic leading personals of the Ministry of

Finance the accountant master of he Ministry of Finance national outstanding teacher Government

Special Allowance expert under the State Council. He used to served as independent director of this

Company from May 13 2010 to May 12 2013 and from May 23 2014 to May 17 2019. Now he is

the professor and the doctoral supervisors of the Ocean University of China and also holds a

concurrent post of independent director of the Company and Qingdao Zhongcheng Group Co. Ltd..* Members of board of supervisors

44Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Mr. Bin Leng male 62 years old Chinese with master degree senior accountant used to be the

Deputy Section Chief and the Section Chief of Yantai Audit Bureau the board director and the

Chief Accountant of Yantai Changyu Group Co. Ltd. and the board director and the Deputy

General Manager of the Company. He is incumbent as the board director and the General Manager

of Yantai Changyu Group Co. Ltd. and the Chairman of Board of Supervisor of the Company with

an additional post of the Chairman and General Manager of Yantai Zhongya Zhibao Pharmaceutical

Co. Ltd..Mr. Zhijun Liu male 44 years old Chinese bachelor degree; from July 2003 to February 2019

he used to serve as the staff of worked in foreign fund department of Economy and Trade Bureau in

Longkou Economic Development Zone a news section member of propaganda department in

Longkou Municipal Committee a member of propaganda and mass work section a member of

planning section the Deputy Director Member of programming development and enterprise

distribution section the Deputy Director Member and the Deputy Chief of programming

development section the supervisor (section chief rank) of the Dongfang Electronics Corporation

Co. Ltd. Shandong Laidong Engine Co. Ltd. and Yantai Public Transportation Group Co. Ltd.and a section chief rank of Yantai Municipal Audit Bureau; from March 2019 to June 2020 he

served as the had of the equity management department of Yantai Guofeng Investment Holdings

Group Co. Ltd.; from June 2020 to present he serves as a member of the Party Committee and the

deputy general manager of Yantai Guofeng Investment Holdings Group Co. Ltd. He now is a

supervisor of the Company.Ms. Jinfeng Yu female borned in 1990 Chinese bachelor degree. She has been working in the

Legal Affairs Department of the Company since 2013.* Other senior executives

Mr. Hua Jiang male 61 years old Chinese master degree senior engineer has been serving as

the Deputy General Manager of the Company since September 14 2001.Mr. Bin Peng male 58 years old MBA senior engineer ever successively served as the

Department Chief of Technical Transformation Department and the Minister of Investment and

Development Department of the Company as well as the General Manager Assistant of Yantai

Changyu Group Co. Ltd.. He currently serves as the Deputy General Manager of the Company.Mr. Jianfu Pan male 49 years old Chinese MBA and senior economist used to serve as the

General Manager of the Jiangxi Branch of the Company the General Manager of the Shanghai

marketing management company and the General Manager of Beijing marketing management

center. Currently he is a General Manager Assistant of the Company and the General Manager of

Beijing marketing management center and Beijing Chateau AFIP.Mr. Qingkun Kong male 52 years old Chinese MBA and economist used to serve as a section

member of production department in the healthy liquor branch office a clerk and the Deputy

Director and the Director of general manager office and the chairman of the Company’s Board of

Supervisor. Currently he serves as a General Manager Assistant of the Company.Mr. Shilu Liu male 50 years old Chinese master degree used to be the Manager of Tianjin

branch of the Company the Competence Manager of North China market the General Manger of

Beijing marketing management company the General Manager of Guangdong marketing

management center and the General Manager of e-commerce branch of the Company. Currently he

serves as the General Manager Assistance of the Company and the General Manager of Yantai

Changyu Pioneer Wine Sales Co. Ltd..

45Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Mr. Zhenbo Xiao male 48 years old Chinese MBA served as the Deputy Manager of the

Company’s market strategy development center the General Manager of Shandong marketing

management company and Yantai Changyu liquor company. He currently serves as the General

Manager Assistant of the Company.Post in the shareholder’s company

□Applicable □Inapplicable

Beginning date Ending date Paid by shareholder’s

Name Shareholder’s Company Post

of the post of the post company or not

Hongjiang ZHOU Yantai Changyu Group Co. Ltd. Chairman 2018.01.10 2026.01.11 No

Bin LENG Yantai Changyu Group Co. Ltd. Director & General manager 2018.01.10 2026.01.11 Yes

Jian SUN Yantai Changyu Group Co. Ltd. Director 2018.01.10 2026.01.11 No

Jiming LI Yantai Changyu Group Co. Ltd. Director 2018.01.10 2026.01.11 No

Xunzhang LIU Yantai Changyu Group Co. Ltd. Director 2023.12.11 2026.01.11 No

Marco Giovanni Ferrari Yantai Changyu Group Co. Ltd. Director 2024.09.02 2026.01.11 No

Enrico Sivieri Yantai Changyu Group Co. Ltd. Director 2018.01.10 2026.01.11 No

Stefano Battioni Yantai Changyu Group Co. Ltd. Director 2020.04.09 2026.01.11 No

Yun CHIANG Yantai Changyu Group Co. Ltd. Director 2020.05.12 2026.01.11 No

Explanation for the post in Mr. Bin Leng also holds concurrent post as the Chairman and General Manager of Yantai Zhongya Zhibao

the shareholder’s company Pharmaceutical Co. Ltd..Post at other companies

□Applicable □Inapplicable

Disciplinary actions taken by securities regulators in recent 3 years to the Company’s directors

supervisors and senior management both on the job and left during the report period

□Applicable □Inapplicable

(3) Salary of directors supervisors and senior executives

The situation of decision-making process the basis of determination and the actual payment of

remuneration for directors supervisors and senior executives

The salary for the independent directors is paid according to the resolution of shareholders’ meeting.The salary for the chairman directors with administration duty managers and other senior

management should be paid on basis of the evaluation result according to the Yantai Changyu

Pioneer Wine Co. Ltd. Executive Compensation and Performance Design which was passed

during the Board of Directors’ meeting.

46Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Salary of directors supervisors and senior executives during the report period

Unit: CNY’0000

Total reward from the Whether get reward from

Name Gender Age Post Status

Company before tax related parties of the Company

Hongjiang ZHOU M 60 Chairman Incumbent 141.85 No

Jian SUN M 58 Director and General Manager Incumbent 131.14 No

Jiming LI M 58 Director and Deputy General Manager Incumbent 98.85 No

Xunzhang LIU M 51 Director Incumbent 0 Yes

Marco Giovanni

M 51 Director Incumbent 0 Yes

Ferrari

Director Deputy General Manager and

Jianxun JIANG M 58 Incumbent 99.72 No

Board secretary

Stefano Battioni M 66 Director Incumbent 0 Yes

Enrico Sivieri M 56 Director Incumbent 0 Yes

Yun CHIANG F 57 Director Incumbent 0 No

Changqing DUAN M 60 Independent Director Incumbent 10 No

Huirong LIU F 61 Independent Director Incumbent 10 No

Qinglin LIU M 61 Independent Director Incumbent 10 No

Renzhu YU M 46 Independent Director Incumbent 10 No

Zhuquan WANG M 59 Independent Director Incumbent 10 No

Bin LENG M 62 Chairman of the Board of Supervisor Incumbent 0 Yes

Zhijun LIU M 44 Supervisor Incumbent 0 Yes

Jinfeng YU F 34 Supervisor Incumbent 14.53 No

Hua JIANG M 61 Deputy General Manager Incumbent 104.14 No

Bin PENG M 58 Deputy General Manager Incumbent 113.81 No

Jianfu PAN M 49 General Manager Assistant Incumbent 70.13 No

Qingkun KONG M 52 General Manager Assistant Incumbent 69.9 No

Shilu LIU M 50 General Manager Assistant Incumbent 65.43 No

Zhenbo XIAO M 48 General Manager Assistant Incumbent 70.31 No

Total -- -- -- -- 1029.81 --

Other information note

□Applicable □Inapplicable

47Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

6. Performance of directors during the report period

(1) The situation of the board of directors’ meetings during this reporting period

Holding Disclosure

The session of meetings Meeting resolution

date date

The meeting deliberated and approved Plan on Buy-Back of Partial B Shares of Yantai Changyu Pioneer Wine Co.The First Interim Board of

2024.02.22 2024.02.23 Ltd. Proposal on Change in Directors Proposal on Authorization to Buy Back Shares and Proposal on Convening

Directors Meeting in 2024

2024 Annual First Interim Shareholders’ Meetingby disclosed ballot.

The meeting deliberated and approved 2023 Annual Board of Directors’ Work Report 2023 Annual General

Manager’s Work Report 2023 Annual Report Draft Proposal on 2023 Annual Profit Distribution Proposal on

2023 Annual Performance Assessment Results of the Company’s Senior Management 2023 Annual Self Assessment

The Ninth Session Board of

2024.04.10 2024.04.12 Report on Internal Control 2023 Annual Social Responsibility Report Proposal on Relevant Issues of Convening

Directors 9th Meeting

2023 Annual Shareholders’ Meeting Proposal on Appointment of Certified Public Accounting Firm Proposal on

2024 Annual Capital Expenditure Plan Proposal on 2024 Annual Routine Related Transaction and Proposal on

2024 Annual Financial Budget by disclosed ballot.

The Second Interim Board of

2024.04.24 2024.04.26 The meeting deliberated and approved Proposal on 2024 First Quarter Report by disclosed ballot.

Directors’ Meeting in 2024

The meeting deliberated and approved PProposal on Amendment of the Company’s “Articles of Association”

Proposal on Amendment of the Company’s “Rules of Rrocedure for Shareholders’ Meeting” Proposal on

The Third Interim Board of Amendment of the Company’s “Rules of Rrocedure for Board of Directors” Proposal on Amendment of the

2024.06.072024.06.08

Directors’ Meeting in 2024 Company’s “Rules of Rrocedure for Board of Supervisors” Proposal on Amendment of the Company’s “Rules ofRrocedure for Board of Directors’ Auditing Committee” Proposal on Amendment of the Company’s “Rules ofRrocedure for Board of Directors’ Emolument Committee” Proposal on Formulation of “Working System ofIndependent Directors” and Proposal on Convening Second Interim Shareholders’ Meeting in 2024 by disclosed

48Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

ballot.The meeting deliberated and approved Proposal on the Achievement for Lifting Restrictions in the First Period of

Lifting Restriction Regarding the Company’s 2023 Restricted Share Incentive Plan Proposal on Buying Back and

The Fourth Interim Board of

2024.07.22 2024.07.24 Cancelling Some Restricted Shares of the Company’s 2023 Restricted Share Incentive Plan and Adjusting the

Directors’ Meeting in 2024

Buy-back Price Proposal on Changing the Registed Capital and Amending the “Articles of Association” and

Proposal on Convening Third Interim Shareholders’ Meeting in 2024 by disclosed ballot.The meeting deliberated and approved 2024 Semi-annual Report Proposal on 2024 Semi-Annual Profit

The Ninth Session Board of

2024.08.20 2024.08.22 Distribution Proposal on Providing Guarantee for Kilikanoon Estate Pty Ltd in Australia and Proposal on

Directors 10th Meeting

Modifying Registered Capital and Amending “Articles of Association” by disclosed ballot.The Fifth Interim Board of The meeting deliberated and approved Proposal on Appointment of Director and Proposal on Convening Fourth

2024.09.112024.09.12

Directors Meeting in 2024 Interim Shareholders’ Meeting in 2024 by disclosed ballot.The Sixth Interim Board of

2024.10.25 2024.10.28 The meeting deliberated and approved 2024 Third Quarter Report by disclosed ballot.

Directors Meeting in 2024

The Seventh Interim Board of

2024.12.26 2024.12.27 The meeting deliberated and approved Proposal on Disposal of Partial Grape Bases by disclosed ballot.

Directors Meeting in 2024

(2) Attendance of directors for the board of directors’ and the shareholders’ meetings

Attendance of directors for the board of directors

Required attendance On-site Communication Authorized Whether or not to attend the meetings Attendance time for the

Name Absence

time attendance attendance attendance personally for successive twice shareholders’ meeting

Hongjiang ZHOU 9 2 7 0 0 No 3

49Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Jian SUN 9 2 7 0 0 No 1

Jiming LI 9 2 7 0 0 No 0

Jianxun JIANG 9 2 7 0 0 No 5

Dianxin CHEN 1 0 1 0 0 No 0

Xunzhang LIU 8 2 6 0 0 No 0

Marco Giovanni Ferrari 2 0 2 0 0 No 0

Aldino Marzorati 6 2 4 0 0 No 0

Stefano Battioni 9 2 7 0 0 No 0

Enrico Sivieri 9 2 7 0 0 No 0

Yun CHIANG 9 2 7 0 0 No 0

Changqing DUAN 9 1 7 1 0 No 0

Huirong LIU 9 1 7 1 0 No 0

Qinglin LIU 9 2 7 0 0 No 0

Renzhu YU 9 1 7 1 0 No 0

Zhuquan WANG 9 1 7 1 0 No 0

Explanation for failed to personally attend the Board of Directors’ meetings for successive two times

No

(3) Any objections for the Company’s projects from the directors

Whether or not the directors raised any objection for the Company’s projects

□Yes □No

During the report period the directors did not raise any objections for the Company’s projects.

(4) Other explanations on directors’ performance

Whether or not the directors’ propositions are accepted by the Company

□Yes □No

50Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

The explantion on the directors’ propositions are accepted or are not accepted by the Company

The proposal of the Chairman of the Company to buy back partial B shares was accepted and the Company bought back B shares during the reporting

period.

7. Performance of the special committees under the Board of Directors during the report period

Important comments Other Specific

Committees Numbers of Held

Members Meeting contents and suggestions performance circumstances of the

name meeting held date

made of duties objection (if have)

The meeting deliberated and approved the 2023

The First Xunzhang LIU Changqing Strengthen the

Annual Report Draft Proposal on 2023 Annual

Auditing DUAN Huirong LIU company’s internal

2024.04 Profit Distribution Proposal on Appointing

Committee Qinglin LIU Renzhu YU 1 audit work to prevent.10 Certified Public Accountants Firm 2023 Annual

Meeting in Zhuquan WANG Enrico the occurrence of

Self Assessment Report on Internal Control and

2024 Sivieri major business risks.

2024 Annual Internal Audit Plan.

The Second Xunzhang LIU Changqing

Auditing DUAN Huirong LIU

2024.04 The meeting deliberated and approved the 2024

Committee Qinglin LIU Renzhu YU 1 No.24 First Quarter Report.Meeting in Zhuquan WANG Enrico

2024 Sivieri No No

The Third Xunzhang LIU Changqing

Auditing DUAN Huirong LIU The meeting deliberated and approved the 2024

2024.08

Committee Qinglin LIU Renzhu YU 1 Semi-Annual Report and Proposal on 2024 No.20

Meeting in Zhuquan WANG Enrico Semi-Annual Profit Distribution.

2024 Sivieri

The Fourth Xunzhang LIU Changqing

Auditing DUAN Huirong LIU

2024.10 The meeting deliberated and approved the 2024

Committee Qinglin LIU Renzhu YU 1 No.25 Third Quarter Report.Meeting in Zhuquan WANG Enrico

2024 Sivieri

51Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Changqing DUAN

The First

Huirong LIU Qinglin LIU

Emolument The meeting deliberated and approved the Proposal

Renzhu YU Zhuquan 2024.04

Committee 1 on 2023 Annual Performance Assessment Results of No

WANG Yun CHIANG .10

Meeting in the Company’s Senior Executives.Jianxun JIANG Aldino

2024

Marzorati

The meeting deliberated and approved the The

Proposal on Achievement for Lifting Restrictions in

the First Restriction-lifted Period involved in the No No

Changqing DUAN

The Second Company’s Restricted Share Incentive Plan in

Huirong LIU Qinglin LIU

Emolument 2023 Proposal on the 2023 Annual Performance

Renzhu YU Zhuquan 2024.07

Committee 1 Assessment Results of the Incenctive Objects of No

WANG Yun CHIANG .22

Meeting in Company’s 2023 Restricted Share Incentive Plan

Jianxun JIANG Aldino

2024 and Proposal on Buy-back and Cancel Some

Marzorati

Restricted Shares of the Company’s 2023 Restricted

Share Incentive Plan and to Adjust the Buy-back

Price.

8. The work of the Board of Supervisors

Whether or not the Board of Supervisors found any existence risk to the Company in oversight activities during the report period

□Yes □No

The Board of Supervisors has no objections to supervision matters during the report period.

52Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

9. Staff of the Company

(1) Staff number specialty constitution and education degree

Incumbent staff number of parent company at the end of reporting period(people) 648

Incumbent staff number of major subsidiary companies at the end of reporting period

1310

(people)

Total incumbent staff at the end of reporting period (people) 2158

Total staff getting paid in current period (people) 2158

Retired staff number whose expenses are undertaken by parent company or subsidiary

0

companies (people)

Specialty constitution

Category Number of people (people)

Production staff 616

Sales staff 1072

Technical staff 127

Financial staff 100

Administrative staff 243

Total 2158

Education degree

Category Number (People)

Postgraduate and above 100

Bachelor 850

Junior College 675

Technical secondary school or Senior high school 384

Junior high school and below 149

Total 2158

(2) Remuneration policy

The Company has established and improved the remuneration and welfare system including salary

system incentive mechanism social security and medical insurance and so on to ensure the

participation of all employees. In accordance with the law the Company purchases social

endowment insurance medical insurance occupational injury insurance unemployment insurance

and maternity insurance and pays housing fund for the employees. Based on the principle of

“distribution according to work and equal pay for equal work” the Company pays the staff’s

remuneration timely. With the improvement of the Company’s profitability the Company steadily

improves the staff’s remuneration and welfare and provides its employees the competitive salary

and equal opportunity for development.

(3) Training plan

In 2025 the Company plans to enhance the core theme of “linnovation and decision-making power”

of employees and train employees at all levels to improve their innovation and decision-making

ability adapt to market changes and enhance the competitive advantage of enterprises. The

53Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Company plans to customize personalized and systematic courses for different positions and

maintain quarterly training for employees at all levels for 1-2 times at least 2 days each time and

ensure that the training rate of employees of the Company could reach to 100% during the year.Focus on improving the scientific decision-making ability of the Company’s corporate-level leaders.The plan is to improve the political literacy strengthen the construction of party conduct and clean

government and cultivate strategic vision and overall outlook of the leading group through the form

of on-site teaching and holding meetings instead of training. By analyzing the development trend of

the global economy and the wine industry seize the opportunity timely and seek the rapid

development of the enterprise.Focus on improving management innovation for middle-level management personnel. It is planned

to use on-site teaching video courses self-study books and other forms to learn how to enhance the

awareness of management innovation of middle-level management personnel. Encourage

middle-level management personnel to participate advanced degree training such as MBA and

upgrade professional titles to ensure that the company’s cadre team to meet the needs of the

company’s sustainable development improve the ability of middle-level cadres to do practical work

and better lead team members to work.Improve their thinking innovation for employees whose level are or below section chief through

combining on-site teaching and outreach training. Enhance the business ability and professional

knowledge reserve level of ordinary staff. Encourage multi-dimensional innovation of employees in

daily work optimize the work process and better complete the work content of each module.The training for new employees is mainly based on basic training based on-site teaching outreach

training and field visits and learning. It aims to improve the basic knowledge of new employees in

labor law production technology safety and other professional aspects and in-depth learning of

corporate culture rapid change of identity improve the physical quality of new employees and

enhance the sense of corporate identity and belonging.

(4) Labor outsourcing

□Applicable □Inapplicable

10. The Company’s profit distribution and increasing equity with capital reserve

Profit distribution policies especially promulgation implementation or adjustment of cash dividends

policies during the report period

□Applicable □Inapplicable

Deliberated and passed by the Company’s 2023 Annual Shareholders’ Meeting convened on May

17 2024 the Company’s 2023 annual profit distribution scheme is shown as follows: based on total

686455059 shares (including 460246359 A shares and 226208700 B shares) after excluding

5794500 B shares bought back the Company would pay cash dividend to all shareholders

registered on the share registration day: CNY5.042206 per ten shares in cash (tax-inclusive; after

tax deduction A share QFII RQFII and individuals and securities investment funds holding IPO

restricted shares will be paid CNY4.537985 per ten shares) with a total of CNY346124780.From disclosure of the distribution scheme to implementation the total share capital of the

Company has not changed.

54Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

On June 8 2024 the Company published Implementation Announcement of 2023 Annual Equity

Distribution on China Securities Journal Securities Times and www.cninfo.com.cn determining

that the share registration day and the ex-dividend day of A Share was respectively on June 14

2024 and June 17 2024. The last trading day the ex-dividend day and the share registration day of

B Share was respectively on June 14 2024 June 17 2024 and on June 19 2024.This time the dispatching objects contain all A Shareholders registered at China SecuritiesDepository and Clearing Corporation Limited Shenzhen Company (hereafter referred to as “CSDCShenzhen Company”) up to the afternoon of June 14 2024 after the closing of Shenzhen Stock

Exchange and all B Shareholders registered at CSDC Shenzhen Company up to the afternoon of

June 19 2024 (The last trading day was on June 14 2024) after the closing of Shenzhen Stock

Exchange .The dispatching this time has already been successfully completed in June of 2024. The profit

distribution scheme implemented is in accordance with the profit distribution scheme approved by

the Shareholders’ Meeting. The implementation time of the profit distribution scheme has been less

than two months since the Shareholders’ Meeting of the Company approved the scheme.Special explanation for the cash dividends policy

Whether it is in accordance with the requirements of the regulation in the Articles of Yes

Association and the resolution of shareholders’ meeting

Whether the distribution standard and proportion is clear and definite Yes

Whether the relevant decision process and mechanism is complete Yes

Whether the independent directors perform their responsibilities and play the roles Yes

If the company does not pay cash dividend it should disclose the specific reasons and The company had paid

the next steps to enhance the return level of investors: cash dividend

Whether the small and middle shareholders have the chance to express their opinions Yes

and appeals as well as their lawful right and interest is in an enough protection

Whether it is legal and transparent for the condition and process while adjusting and Yes

amending the cash dividends policy

During the report period the Company earned profit the profit of the parent company that could be

distributed to shareholders was positive but without proposing cash dividend distribution

preliminary scheme.□Applicable □Inapplicable

The Company’s preliminary scheme of profit distribution and preliminary scheme of increasing

equity with capital reserve for the report period

□Applicable □Inapplicable

Number of sending bonus shares per ten shares (share) 0

Number of dividend payout per ten shares (CNY) (including tax) 4

The cardinal number of the capital stocks for the preliminary distribution scheme (share) 671823900

Cash dividend distribution(CNY)(including tax) 268729560

Amount of cash dividends (eg. shares buy-back)(CNY)in other ways 0

Total cash dividend distribution(CNY)(including other ways) 268729560

Distributable profit(CNY) 305210999

55Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

The proportion of cash dividend distribution in the total profit distribution (including other ways) 100

Cash dividend distribution this time

If the Company’s development is in growth stage and major capital expenditure is arranged while making profit distribution

the proportion of cash dividends should takes up no less than 20% in this profit distribution.Detailed explanation for the preliminary scheme of profit distribution or increasing equity with capital reserve

According to the audit result from KMPG Huazhen LLP the net profit belonging to the parent company’s shareholders in the

consolidated statement in 2024 is CNY305210999 and the net profit of the parent company in financial statement in 2024 is

CNY485266316. According to PRC accounting standard the situation for attributable profits of the consolidation and the

parent company at the end of 2024 as following:

Unit: CNY

Consolidation Parent company

Year-end undistributed profit 9232928370 9825895684

Among which: Total comprehensive income in 2024 305210999? 485266316

Undistributed profit carried forward from beginning of the year 9273629318 9686541315

Dividends distribution of 2023 345911947 345911947

Legal earned surplus reserve to be drawn 0 0According to regulation of 157th item in the Articles of Association which is that “the Company can distribute dividends eitherin cash or by stock the profit to be distributed each year is not less than 25% of the distributable profit realized in the same

year and the accumulated sum of profit to be distributed in cash in the last three years is not less than 30% of the yearlyaverage distributable profit to be realized in the last three years”. Meanwhile considering the amount on the capital

expenditure in 2025 under the condition of not influencing the normal production and operation the Company put forward

preliminary scheme on profit distribution in 2024 as following:

Because the left amount of legal earned surplus reserve reaches 50% of registered capital while making profit distribution the

legal earned surplus reserve will not be drawn. Based on the Company’s 671823900 shares at total up to December 31 2024

the Company plans to pay CNY4 in cash as dividends for every ten share (including tax) to the Company’s all shareholders

totaling up to CNY268729560. The retained and undistributed net profit will be reserved for distribution in the next year.The cash dividend distributed to shareholders of domestic listed foreign shares (B share) is paid in HKD converted based on

the middle rate between CNY and HKD issued by the People’s Bank of China on the first working day after the resolution

date of 2024 Annual Shareholders’ Meeting.

11. Implementation of the Company’s equity inventive plan employee stock ownership plan or

other employee incentive measures

□Applicable □Inapplicable

(1) Equity Inventive

The Company’s 2023 restricted share incentive plan granted a total of 203 individuals. During the

reporting period the Board of Directors of the Company determined after deliberation in

accordance with the relevant provisions of the Incentive Plan the conditions for lifting restrictions

in the first restriction-lifted period of restricted shares granted under the Company’s incentive plan

have been met. Due to the fact that the regignation of one incentive object and the position changes

of six incentive objects that no longer meet the conditions of 2023 restricted share incentive plan

the Company is required to buy back and cancel the 157790 restricted shares that granted to these

56Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

seven incentive objects but cannot be lifted. Due to the fact that twenty four in-service incentive

objects’s personal performance appraisal results in 2023 are “D” which above proportion of

restriction that can be lifted is 0% this time the Company is required to buy back and cancel the

230486 restricted shares that cannot be lifted during the first lifting period for twenty four

in-service incentive objects due to personal performance appraisal results. Due to the fact that

sixteen in-service incentive objects’ personal performance appraisal results in 2023 are “C” which

proportion of restriction that can be lifted is 70% this time the Company is required to buy back

and cancel the 37390 restricted shares that cannot be lifted during the first lifting period for 16

in-service incentive objects due to personal performance appraisal results. A total of 425666

restricted shares were bought back and cancelled. The number of restricted shares that can be

released during the first restriction-lifted period of the Company’s 172 incentive objects that meet

the conditions for the release of the restricted shares are 1720495 shares.Equity incentives granted to directors and senior executives of the Company

□Applicable □Inapplicable

57Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Unit: shares

Number of Number of Number of Number of The exercise Number of The marketing Number of Number Number of Grant Number of

share new share feasible exercised price of share price at the restricted of shares new restricted price of restricted

options options shares shares exercised shares options end o f the shares held unlocked share granted restricted share held

Name Position

held at the granted during during the during the during the held at the reporting at the during during the share at the end

beginning the reporting reporting reporting reporting period end of the period beginning of the reporting (CNY/sh of the

of the year period period period (CNY/share) period (CNY/share) the period period period are) period

Hongjiang

Chairman 240000 72000 168000

ZHOU

Director

Jian SUN and General 210000 63000 147000

Manager

Director

and Deputy

Jiming LI 160000 48000 112000

General

Manager

Director

Deputy

Jianxun General

16000048000112000

JIANG Manager

Board

secretary

Deputy

Hua JIANG General 160000 48000 112000

Manager

Deputy

Bin PENG General 160000 48000 112000

Manager

General

Jianfu PAN Manager 100000 30000 70000

Assistant

General

Qingkun

Manager 100000 30000 70000

KONG

Assistant

General

Shilu LIU 100000 30000 70000

Manager

58Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Assistant

General

Zhenbo

Manager 100000 30000 70000

XIAO

Assistant

Total -- 0 0 0 0 -- 0 -- 1490000 447000 0 -- 1043000

Note(if have) The number of lifting shares in the current period by Jianfu PAN and Shilu LIU is the number of restricted shares bought back by the Company.Evaluation mechanisms and incentives for senior executives

According to the Compensation and Performance Appraisal Measures of the Company’s Senior Executives for the period from 2022 to 2024

approved by the Board of Directors the compensation of senior executive includes basic compensation (fixed compensation+performance

compensation) excess profit commission and long-term incentive (deferred cash).The Company has continuously improved the performance appraisal mechanism and the evaluation and incentive of senior executives are linked

to the Company’s performance and personal work results. At the beginning of the year according to the overall development strategy and annual

business objectives of the Company the annual performance indicators and job responsibilities of senior executives are determined according to

the division of work. The annual performance and work results are presented by the Emolument Committee of the Board of Directors. After the

deliberation and approval of the assessment results the performance assessment of senior executives is carried out and the rewards and

punishments are honored.

(2) The implementation of employee shareholding plan

□Applicable □Inapplicable

(3) Other employee incentives

□Applicable □Inapplicable

On June 26 2023 the restricted share incentive plan was first granted and registered. In addition to the above directors and senior executives the

company also granted 5.2956 million restricted shares to 193 middle-level managers and core personals.

12. Construction and implementation of internal control system during the reporting period

(1) Construction and implementation of internal control

For the construction and implementation of the company’s internal control please refer to the 2024 Annual Self-Assessment Report on Internal

Control disclosed in Securities Times China Securities Journal and www.cninfo.com.cn on April 18 2025.

59Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(2) Specific situations for significant defects of the internal control found during the report period

□Yes □No

13. The company’s management and control over subsidiaries during the reporting period

Company name Integration plan Integration progress Problems encountered in integration Actions taken Resolve progress Follow-up resolution plan

None None None None None None None

14. Internal control self-assessment report or internal control audit report

(1)Internal control self-assessment report

Disclosure date for full text of the internal control self-assessment report 2025.04.18

Disclosure index for full text of the internal control self-assessment report 2024 Annual Self-Assessment Report on Internal Control was disclosed on Securities TimesChina Securities Journal and

www.cninfo.com.cn by the Company on April 18 2025

Percentage of total unit assets included in scope of the assessment accounting for

81.44%

the Company’s total assets of consolidated financial statements

Percentage of unit operating income included in scope of the assessment accounting

82.62%

for the Company’s operating income of consolidated financial statements

Standards of Defect Identification

Category Financial report Non-financial report

Significant defects: one defect of internal control individually or together with other Significant defects: Any situations listed below appears it can be

defects has the reasonable probability to cause the significant misstatements which regarded as significant defects. ? Operation: Unable to achieve all

cannot be promptly prevented or found and corrected timely in the financial report. For operation target or key business index widely out of budget in various

example: ? Company’s Directors Supervisors and Senior Management have aspects. ? Safety accident effects: Cause one person and above death

Qualitative criteria fraudulent practices; ? The Company makes corrections for the published financial or more than 3 person serious injuries. ? Major negative effects:

report; ? The audit of external intermediary agent finds significant misstatement Negative information frequently appears in the medias with involving a

existing in the current financial report but the Company does not realize it during the wide scope in the international and national mainstream media. ?

operation process; ? Negative information frequently appears in the medias with Environment effects: Create irreparable damages to environment and

involving a wide scope; ? The Company’s audit committee and internal audit cause massive public complains.

60Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

department makes an inefficient supervision for internal control; ? Other situations Major defects: Any situations listed below appears it can be regarded

maybe cause significant misdirection which guides the report users to make the right as major defects. ?Operation: Unable to achieve partly operation

judgment. target a big margin out of budget in various aspects. ? Safety accident

Major defects:The defect of internal control individually or together with other effects: Without reaching the number of person loss or serious injury of

defects has the reasonable probability to cause the significant misstatements which significant defects. ? Major negative effects: Negative news appears in

cannot be promptly prevented or found and corrected timely in the financial report the media with influencing a wide scope in the provincial mainstream

although the misstatements neither achieves nor exceeds the importance level but still media. ? Environment effects: Cause heavy environment damages and

arising the attention of Board of Directors and management team. ? Failure to select massive public complains ought to carry out the significant remedial

and apply accounting regulations in accordance with generally accepted accounting measures.principles; ? Failure to establish the anti-fraud procedures and control measures; ? General defects: Any situations listed below appears it can be regarded

Failure to set up corresponding control mechanism or to carry out and take as general defects. ?Operation: Other effects unable to constitute the

corresponding compensating control for the accounting treatments with irregular and significant defects or major defects. ? Safety accident effects: Personal

special deal; ? Negative news appears in the media with influencing a wide scope; ? injury less than the quantitative standards of major defects. ? Major

One or more defects exist in the control during the process of the ending financial negative effects: Other defects unable to constitute the significant

report and the target of achieving truthfulness and integrality cannot be reasonably defects or major defects. ? Environment effects: Other environment

guaranteed in the financial report; ? General defects refer to the other control defects effects unable to constitute the significant defects or major defects.which do not constitute the significant and major defects.For total assets/Owner’s equity: For direct property loss:

? Significant defects: misstatements ≧1% or ? Significant defects: More than CNY10million

? Major defects: 0.5%≦misstatements<1% or ? Major defects: CNY1million-CNY10million (including

? General defects: misstatements<0.5% CNY1million)

For operation revenue: ? General defects: Less than CNY1million

? significant defects: misstatements ≧1% or

Quantitative criterion

? Major defects: 0.5%≦misstatements<1% or

? General defects: misstatements<0.5%

For pretax profit:

? Significant defects: misstatements≧5%or

? Major defects: 2%≦misstatements<5%or

? General defects: misstatements<2%

61Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Number of significant defect in financial report 0

Number of significant defect in non-financial

0

report

Number of major defect in financial report 0

Number of major defect in non-financial report 0

(2) Internal control audit report

□Applicable □Inapplicable

Audit opinions of the internal control audit report

We believe that the company maintained effective internal control over financial reporting in all material aspects in accordance with the Basic Norms for Corporate Internal Control and related regulations on

December 31 2024.Disclosure of the internal control audit report Disclosure

Disclosure date for the full text of the internal control audit report 2025.04.18

2024 Annual Self-Assessment Report on Internal Control was disclosed on Securities Times China Securities Journal and www.cninfo.com.cn by

Disclosure index for the full text of the internal control audit report

the Company on April 18 2025.Opinion type of the internal control audit report Standard without reserved opinion

Whether or not exists significant defects in non-financial reports No

Whether or not the accounting firm issued non-standard opinions for the audit report of internal control

□Yes □No

Whether the audit report of internal control issued by the accounting firm is in consistency with the self-assessment report of the board of

directors

□Yes □No

15. Self-inspection and rectification of problems in the special action on governance of listed company

No.

62Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

V. Environmental and Social Responsibility

1. Major Environmental issues

Whether the listed company and its subsidiaries belong to major polluters published by the environmental protection department

□Yes □No

Policies and industry standards related to environmental protection

The Environmental Protection Law of People’s Republic of China The Water Pollution’s Prevention and Control Law of People’s Republic of China

The Air Pollution’s Prevention and Control Law of People’s Republic of China The Environmental Noise Pollution’s Prevention and Control Law of

People’s Republic of China The Environmental Solid Waste Pollution’s Prevention and Control Law of People’s Republic of China and The

Environmental Protection Regulations of Liaoning Province; the national’s General Principles of Hazardous Waste Identification Standards Surface

Water Environmental Quality Standards Groundwater Environmental Quality Standards Environmental Air Quality Standards Acoustic

Environmental Quality Standards Emission Standard for Environmental Noise at the Boundary of Industrial Enterprises Comprehensive Discharge

Standard for Boiler Air Pollutants The Limiting Value of Occupational Exposure to Hazardous Factors in the Workplace (Chemical Hazardous

Factors) and Comprehensive Wastewater Discharge Standard of Liaoning Province.Administrative permit for environmental protection

It has been approved in the Huanhuanjianzi (2016) No.24 issued by the Environmental Protection Bureau of Huanren Manchu Autonomous County.Industrial emission standards and specific information on the discharge of pollutants involved in production and business activities

Name of major Name of major Quantity Total Condition

Name of Total

pollutants and pollutants and Mode of of Distribution situation Discharge Implemented approved of

company or volume of

particular characteristic discharge discharge of discharge outlet concentration pollution discharge standard volume of excessive

subsidiary discharge

pollutants pollutants outlet discharge discharge

Liaoning Organized Discharge outlet Confirmed in line Emission Standard for Air Pollutants of Boiler

Changyu exhaust gas exhaust gas of boiler with national Meeting the (GB13271-2014) Emission Standard for Odor

Golden inorganized waster water chimney and 2 standard Graphical national Pollutants (GB14554-93) 4a in Class 2 of 35m3/d 120m3/d No

Icewine exhaust gas noise discharge outlet Signs for standards Emission Standard for Environmental Noise at

Valley Co. waster water of factory waste Environmental the Boundary of Industrial Enterprises

63Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Ltd. noise water Protection (GB12348-2008) Comprehensive Wastewater

(GB15562.1-1995) Discharge Standard of Liaoning Province

(GB15562.2-1995) (DB21/1627-2008)

Treatment of pollutants

The exhaust gas SO2 and NOX produced by this company's boiler are discharged through ceramic tube dust removers and bag dust removers. A

wastewater treatment station has been constructed. The wastewater treatment process adopts the treatment process of hydrolys is aerobiont. Production

wastewater and domestic sewage are treated by the in-plant wastewater treatment station and then discharged into the waste water treatment plant in

Beidianzixiang Town.Emergency plan for emergent environmental incident

The Company has formulated a comprehensive emergency plan for emergent environmental incident.Environmental self-monitoring program

The Company has formulated a complete environmental self-monitoring program.Investment in environmental governance and protection and payment of environmental protection tax

The Company has made sufficient investment in environmental protection done a good job in environmental governance and protection and paid

environmental protection tax in full and timely according to law.Measures taken to reduce carbon emissions and their effects during the reporting period

□Applicable □Inapplicable

Administrative penalties for environmental issues during the reporting period

Company or subsidiary Reason for The impact on the production and The company’s

Violation Penalty result

name penalty operation of listed companies rectification measures

None None None None None None

Other environmental information that should be made public

No

64Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Other related environmental information

No

2. Social responsibility performance

Please refer to the 2024 Environmental Social and Regulatory Report (ESG) disclosed on CNINFO

(www.cninfo.com.cn) by the Company on April 18 2025.

3. Consolidate and expand the achievements of poverty alleviation and rural revitalization

Please refer to the “Charity and Community Involvement” section of 2024 Environmental Social

and Regulatory Report (ESG) disclosed on CNINFO (www.cninfo.com.cn) by the Company on

April 18 2025.

65Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

VI. Major issues

1. Implementation of commitments

(1) Commitments that the Company’s actual controllers shareholders related parties acquirers and the Company and other related

commitment parties have implemented during the report period and have not implemented up to the end of the report period

□Applicable □Inapplicable

Commitment Commitment Commitment Commitment

Commitments Commitment content Implementation

party type time period

Yantai Changyu Solve horizontal

Non-horizontal competition 1997.05.18 Forever Has been performing

Group Co. Ltd. competition

From 2013 to 2017 according to Trademark License

Contract the trademark use fee annually paid by the

According to Trademark License Contract the trademark

Commitments at the initial Company to Changyu Group shall be mainly used by

Clear the use of royalty of Changyu and other trademarks paid by the 1997.05.18

public offering or refinancing Yantai Changyu Changyu Group to publicize trademarks including

trademark Company to Yantai Changyu Group Co. Ltd. every year is 1997.05.18 -

Group Co.Ltd. Changyu and contract products. Except 2013 to 2017

royalty mainly used for advertising Changyu and other trademarks and 2019.04.04

during which the commitment was not strictly

this contract products by Yantai Changyu Group Co. Ltd.performed Yantai Changyu Group Co. Ltd. has been

performing its commitment.Commitment under timely

Yes

implementation or not

Whether or not to have None

specific reasons of the

unimplemented commitment

and next steps

(2) The Company should make a statement on the achieved original profit forecast of assets or projects and its reason if there is profit forecast

of Company’s assets or projects and the report period is still in the profit forecast period

66Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

□Applicable □Inapplicable

2. Non-operating capital occupying of listed company by controlling shareholder and its related parties

□Applicable □Inapplicable

There are no non-operating capitals occupying of listed company by controlling shareholder and its related parties during the report period.

3. Illegal external guarantee

□Applicable □Inapplicable

There is no illegal guarantee situation during the report period.

4. Explanation of board of directors on the latest Non-standard Audit Report

□Applicable □Inapplicable

5. Explanation of Non-standard Audit Report given by accounting firm in the report period from board of directors board of supervisors and

independent directors

□Applicable □Inapplicable

6. Compared with the last year’s financial report explanation of the changes in accounting policy accounting estimation or correction of

significant accounting errors

□Applicable □Inapplicable

There is no changes of accounting policy accounting estimation or correction of significant accounting errors during the report period.

7. Compared with the last year’s financial report explanation for the changes of the consolidated statements scope

□Applicable □Inapplicable

During the reporting period the Company’s subsidiary Liaoning Changyu Golden Icewine Valley Co. Ltd. absorbed and merged another subsidiary

of the Company Changyu (Huanren) Grape Wine Co. Ltd. in December 2024 resulting in a corresponding change in the scope of the consolidation.

67Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

8. The appointment and dismissal of certified public accountants

Currently appointed accounting firm

Domestic accounting firm name KPMG Hua Zhen LLP

Remuneration for domestic accounting firm (CNY‘0000) 205

Consecutive period for the audit service of domestic accounting firm 6

Name of certified public accountant for the audit service of domestic accounting firm Jia WANG Hui JIANG

Consecutive period for the certified public accountant’s audit service of domestic

6

accounting firm

Overseas accounting firm name —

Remuneration for overseas accounting firm (CNY‘0000) 0

Consecutive period for the audit service of overseas accounting firm —

Name of certified public accountant for the audit service of overseas accounting firm —

Consecutive period for the certified public accountant’s audit service of overseas

accounting firm

Whether or not to employ a new accounting firm during the report period

□Yes □No

To employ internal control audit accounting firms financial adviser or sponsor.□Applicable □Inapplicable

This year KPMG Huazhen LLP was hired as the internal control audit institution. The audit fee was not

determined separately but was CNY2.05million together with the financial report audit fee.

9. Face of suspension and termination of listing after the disclosure of annual report

□Applicable □Inapplicable

10. Bankruptcy reorganization

□Applicable □Inapplicable

There is no bankruptcy reorganization during the report period.

11. Material litigation and arbitration

□Applicable □Inapplicable

There are no material litigation and arbitration during the report period.

12. Penalty and rectification

□Applicable □Inapplicable

There are no penalty and rectification during the report period

13. Credit of the Company holding shareholders and actual controllers

□Applicable □Inapplicable

68Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

14. Significant related transactions

(1) Related transactions in relation to daily operations

□Applicable □Inapplicable

Proportion Whether

Approved Available

Amount accounting for exceed Cleari

Related Relationsh Pricing transaction market price Disclosur

Type Content Price (CNY‘000 amount of approved ng Disclosure index

party ip principle quota of similar e date

0) similar transaction form

(CNY‘0000) transactions

transactions quota

Anticipated

Announcement on

Purchase 2024 Annual

Yantai Controlled

Purchase and Routine Related

Shenma by the Determine

and commission Agreemen 2024.04. Transaction

Packagin same d by 6712 16.23% 9000 No Cash No

commission processing t pricing 12 disclosed in China

g Co. parent agreement

processing packaging Securities

Ltd. company

materials JournalSecurities

Timesand

CNINFO in 2024

Total -- -- 6712 -- 9000 -- -- -- -- --

Details of the return of large sales No

Actual performance of the estimated total amount for

daily operations related transactions by category that No

will occur during this period.Reason for the deference between transaction price No

and market reference price(if available)

69Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(2) Related transactions in relation to acquisition and sales of assets or equity

□Applicable □Inapplicable

There is no related transactions in relation to acquisition or sales of assets or equity during the

report period.

(3) Related transactions in relation to common foreign investment

□Applicable □Inapplicable

There is no related transactions in relation to common foreign investment during the report period.

(4) Related current credit and debt transactions

□Applicable □Inapplicable

Whether or not existing non-operating related credit and debt transactions

□Yes □No

There is no non-operating related credit and debt transactions during the report period.

(5) Transactions with related financial companies

□Applicable □Inapplicable

There is no deposit loan credit or other financial business between the Company and related

financial companies and related parties.

(6) Transactions between the related parties and financial companies controlled by the

Company

□Applicable □Inapplicable

There is no deposit loan credit or other financial business between the related parties and the

financial companies controlled by the Company.

(7) Other major related transactions

□Applicable □Inapplicable

The company has no other significant related party transactions during the reporting period.

15. Major and important contracts and execution results

(1) Trusteeship contract and leasehold issues

? Trusteeship situation

□Applicable □Inapplicable

There is no trusteeship situation during the report period

? Contract situation

□Applicable □Inapplicable

There is no contract situation during the report period.? Leasehold situation

70Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

□Applicable □Inapplicable

Explanation for lease situation

On January 1 2022 the Company renewed the Space Lease Agreement with the controlling

shareholder Yantai Changyu Group Company Limited. The Company leased the space with

15196.94 square meters locating at No. 174 Shihuiyao Road Zhifu District Yantai City. The

rent per year is CNY1.4645million with a rental period of 5 years from January 1 2022 to

December 31 2026. On January 1 2022 the Company’s subordinate Sales & Marketing Co.of Yantai Changyu Pioneer Wine Company Limited Brandy Sales Division renewed the

Space Lease Agreement with the controlling shareholder Yantai Changyu Group Company

Limited leasing the space with 42552.83 square meters locating at No. 1 Jichang Road Zhifu

District Yantai City and the space with 3038 square meters locating at 56 Dama Road Zhifu

District Yantai City which are all under the name of controlling shareholder. The rent of

above spaces per year is CNY4.3935million with a rental period of 5 years from January 1

2022 to December 31 2026.

In 2023 this Company signed a house-leasing contract with Yantai Shenma Packaging

Company Limited. According to this contract since July 1 2023 this Company leased

property to Yantai Shenma Packaging Company Limited for a business purpose with the

annual rent of CNY1626880. This contract expires on June 30 2028.Project whose profit and loss brought for the Company reach more than 10% of the total

profit during the report period

□Applicable □Inapplicable

There are no lease projects whose profit and loss brought for the Company reach more than

10% of the total profit during the report period.

7 1Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(2) Major guarantee

□Applicable □Inapplicable

Unit: CNY’0000

External guarantee of the Company and its subsidiaries(excluding guarantee to subsidiaries)

Disclosure date of Counterguar Whether or not

Actual date of Actual Whether or not

related Guarantee Guarantee Collateral (if antee belong to

Guarantee object name occurrence (date of guarantee Guarantee Period complete

announcement about quota type have) situation (if related-party

agreement) amount implementation

guarantee quota have) guarantee

-----------

Guarantee situations between the Company and subsidiaries

Disclosure date of Whether or not

Actual Counterguar Whether or not

related Guarantee Actual date of Guarantee belong to

Guarantee object name guarantee Collateral antee Guarantee Period complete

announcement about quota occurrence type related-party

amount situation implementation

guarantee quota guarantee

Effective as of the date this

Joint Agreement is signed and will

Kilikanoon Estate Pty Ltd 2023.08.31 7530 2023.09.01 7530 liability - - remain in effect as long as the No Yes

assurance guarantor remains in business

with East West Bank

Total of the guarantee quota approved to subsidiaries during the report period (B1) 0 Total of the actual guarantee amount for subsidiaries during the report period (B2) 0

Total of the guarantee quota approved to subsidiaries by the end of the report period

7530 Balance of the actual guarantee for subsidiaries by the end of the report period (B4) 7530

(B3)

Guarantee situations between subsidiaries

Disclosure date of Guarantee Actual date of Actual Guarantee Counterguar Whether or not Whether or not

Guarantee object name Collateral Guarantee Period

related quota occurrence guarantee type antee complete belong to

7 2Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

announcement about amount situation implementation related-party

guarantee quota guarantee

Total guarantee amount of the Company(Total of above three major items)

Total of the approved guarantee quota during the report period(A1+B1+C1) 0 Total of the actual guarantee amount during the report period(A2+B2+C2) 0

Total of the approved guarantee quota by the end of the report period(A3+B3+C3) 7530 Balance of the actual guarantee by the end of the report period(A4+B4+C4) 7530

The proportion of actual total guarantee amount (A4+B4+C4) accounting for the

0.71%

Company’s net asset

Among :

The amount of guarantee for shareholders actual controllers and their related parties

0

(D)

The amount of debt guarantee for the guaranteed objects whose asset-liability ratio is

0

more than 70% directly or indirectly(E)

Total amount of guarantee of the part that exceeds 50% of net assets(F) 0

Total amount of the above-mentioned three items(D+E+F) 0

Explanation for undue guarantees that have happened warranty liability or may take

No

joint payback liabilities during the report period (if have)

Explanation for violating due process to provide external guarantee (if have) No

Description of the specific situation of using compound guarantee

No.

(3) Entrusting others to manage cash assets

? Financial management entrustment

□Applicable □Inapplicable

There is no financial management entrustment during the report period.? Loan entrustment

7 3Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

□Applicable □Inapplicable

There is no loan entrustment during the report period.

(4) Other important contracts

□Applicable □Inapplicable

Name of The contract The contract Wheth

Name of Performanc

the Date of deals with the deals with the Name of Apprais Pricin Transacti er for Relev

the other e at the end Disclos

company Object of the carrying value appraised value appraisal al base g on price related ance

party in of the ure Disclosure index

entering contract contrac of the asset of the asset agency date princi (CNY’000 party relati

the reporting date

into the t signed (CNY’0000) (if (CNY’0000) (if (if have) (if have) ple 0) transac on

contract period

contract have) have) tions

Please refer to the

The vines SAHND

Company’s

and the ONG

In the Announcement on

The investment ZHONG

process of the Proposal on

Governme in the CHUAN

execution Disposal of

nt of production G LAND

but the full Partial Grape

Yantai Zhuqiao facilities REAL

transaction Bases disclosed

Changyu Town in such as the ESTATE Negoti

2024.12 2024.11. price has not 2024.12 on China

Pioeer Laizhou nursing 7231 20166 ASSET ated 20166 No None.27 30 been .27 Securities Journal

Wine and the house EVALUA pricing

obtained Securities Times

Co.Ltd. Governme water TION

according to and CNINFO

nt of Yidao conservancy AND

the date (http://www.cninf

Town in facilities SURVEY

agreed in the o.com.cn/)

Laizhou roads and ING Co.contract (Announcement

fences and Ltd

No. : 2024-

so on

interim 67)

16. Other Major issues

□Applicable □Inapplicable

There are no other major issues need to be explained during the report period.

17. Major issues of Company’s subsidiaries

□Applicable □Inapplicable

7 4Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

VII. Changes in Shares and the Shareholders’ Situation

1. Changes in shares

(1) Changes in shares

Unit: share

Amount before this change Change (+ -) Amount after this change

Transfer other capital to share

Amount Percentage % Allot new share Distribute bonus share Others Subtotal Amount Percentage %

capital

I. Shares with trading limited condition 6785559 0.98% -1924461 -1924461 4861098 0.72%

1. State-owned holdings

2. State-owned legal person holdings

3. Other domestic holdings 6785559 0.98% -1924461 -1924461 4861098 0.72%

Among which: domestic legal person

domestic natural person 6785559 0.98% -1924461 -1924461 4861098 0.72%

4. Foreign-owned holdings

Among which: foreign legal person

foreign natural person

II. Shares without trading limited condition 685464000 99.02% -18501198 -18501198 666962802 99.28%

1. A shares 453460800 65.51% 1633495 1633495 455094295 67.74%

7 5Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

2. B shares 232003200 33.51% -20134693 -20134693 211868507 31.54%

3. Oversea listed foreign shares

4. Others

III. Total shares 692249559 100% -20425659 -20425659 671823900 100%

Cause of share change

□Applicable □Inapplicable

During the reporting period the Company bought back and cancelled partial B shares and restricted shares granted to employeess.Approval of share change

□Applicable □Inapplicable

It has been deliberated and approved by the Board of Directors and Shareholders’ Meeting.Transfer ownership of changed shares

□Applicable □Inapplicable

The transfers have been completed.The influence of share change on the financial indicators such as basic earnings per share diluted earnings per share of the latest year and the latest

period net asset per share belonging to the Company’s common shareholders etc..□Applicable □Inapplicable

Other contents the Company thinks necessary or securities regulatory departments ask to make public.□Applicable □Inapplicable

7 6Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(2) Changes in restricted shares

□Applicable □Inapplicable

Unit: share

Number of Number of Number of

Increased number

restricted shares at restricted shares restricted shares at Date of lifting

Shareholder name of restricted shares Reason for restricted sale

the beginning lifted during this the end of the restrictions

in this period

period period period

Released restricted shares but cannot be sold due to senior executive

Hongjiang ZHOU 269700 60000 209700 2024.08.06

lock-in

Released restricted shares but cannot be sold due to senior executive

Jian SUN 300000 30000 52500 277500 2024.08.06

lock-in

Released restricted shares but cannot be sold due to senior executive

Jiming LI 160000 40000 120000 2024.08.06

lock-in

Released restricted shares but cannot be sold due to senior executive

Jianxun JIANG 160000 40000 120000 2024.08.06

lock-in

Released restricted shares but cannot be sold due to senior executive

Hua JIANG 167500 40000 127500 2024.08.06

lock-in

Released restricted shares but cannot be sold due to senior executive

Bin PENG 160000 40000 120000 2024.08.06

lock-in

Released restricted shares but cannot be sold due to senior executive

Jianfu PAN 100000 30000 70000 2024.08.06

lock-in

Released restricted shares but cannot be sold due to senior executive

Qingkun KONG 100000 25000 75000 2024.08.06

lock-in

Shilu LIU 100000 30000 70000 Restricted shares cannot be sold 2024.08.06

Released restricted shares but cannot be sold due to senior executive

Zhenbo XIAO 100000 25000 75000 2024.08.06

lock-in

Other key employees who had been

5168359 1550508 3617851 Restricted shares cannot be sold 2024.08.06

granted restricted shares

Total 6785559 30000 1933008 4882551 -- --

2. Securities issuance and listing situation

(1) Securities issuance (exclude preferred share) during report period

□Applicable □Inapplicable

7 7Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(2) Explanation of change in Company’s total shares and shareholding structure and change in Company’s assets and liability

structure

□Applicable □Inapplicable

During the reporting period the Company bought back and cancelled 19999993 B Shares and 425666 A Shares of restricted shares resulting in a

change in the total number of shares and shareholder structure of the Company.

(3) Current internal employee shares

□Applicable □Inapplicable

3. Situation for shareholders and the actual controllers

(1) The number of shareholders of the Company and the shareholdings

Unit:share

Total number of preferred

Total number of shareholders by the Total number of preferred shareholder recovering voting

Total shareholders in the

43265 end of last month before the disclosure 42990 shareholder recovering voting 0 power by the end of last month 0

report period

day of the annual report power by the end of report period before the disclosure day of the

annual report

Shareholders holding more than 5% or the top 10 shareholders holding situation

Shares held until Number of Number of Pledged /marked or frozen

Character of Percentage Changes during the

Name of Shareholders the end of the restricted unrestricted

shareholders (%) report period Share status Amount

report period shares shares

Domestic non-state legal

YANTAI CHANGYU GROUP CO. LTD. 51.42% 345473856 0 0 345473856 — 0

person

Fengdi JIANG Domestic natural person 0.71% 4781900 -525100 0 4781900 — 0

VANGUARD TOTAL INTERNATIONAL STOCK INDEX

Foreign legal person 0.51% 3446137 -37400 0 3446137 — 0

FUND

7 8Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Domestic non-state legal

Social Security Fund 114 0.51% 3425055 2829600 0 3425055 — 0

person

Hairong HU Domestic natural person 0.47% 3183035 1879035 0 3183035 — 0

ABC Credit Suisse Innovation Power Stock Type Securities Domestic non-state legal

0.47%3150050315005003150050—0

Investment Fund person

VANGUARD EMERGING MARKETS STOCK INDEX

Foreign legal person 0.46% 3087201 -1007062 0 3087201 — 0

FUND

HONG KONG SECURITIES CLEARING COMPANY

Foreign legal person 0.40% 2676593 -2646441 0 2676593 — 0

LIMITED

Domestic non-state legal

Social Security Fund 413 0.39% 2610060 2610060 0 2610060 — 0

person

NORGES BANK Foreign legal person 0.37% 2464119 0 0 2464119 — 0

Strategic investors or legal result of the placement of new shares to become a top 10

No

shareholders (If have) (Please refer to Note 3)

Among the top 10 shareholders Yantai Changyu Group Company Limited has no associated relationship or accordant

The explanation for the associated relationship and accordant action

action relationship with the other 9 listed shareholders while the relationship among the other shareholders is unknown.Explanation of the above-mentioned shareholders’ entrustment/ fiduciary voting

No

rights and waiver of the voting rights

Special explanation for the existence of a special repurchase account among the top

No

10 shareholders

The top 10 shareholders with shares without trading limited condition

Number of shares without trading limited condition held until Type of share

Name of Shareholders

the end of the year Type of share Amount

YANTAI CHANGYU GROUP CO. LTD. 345473856 A 345473856

Fengdi JIANG 4781900 A 4781900

VANGUARD TOTAL INTERNATIONAL STOCK INDEX FUND 3446137 B 3446137

Social Security Fund 114 3425055 A 3425055

7 9Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Hairong HU 3183035 A 3183035

ABC Credit Suisse Innovation Power Stock Type Securities Investment Fund 3150050 A 3150050

VANGUARD EMERGING MARKETS STOCK INDEX FUND 3087201 B 3087201

HONG KONG SECURITIES CLEARING COMPANY LIMITED 2676593 A 2676593

Social Security Fund 413 2610060 A 2610060

NORGES BANK 2464119 B 2464119

The explanation for the associated relationship and accordant action of the top 10

shareholders with unrestricted shares the the associated relationship and accordant Among the top 10 shareholders Yantai Changyu Group Company Limited has no associated relationship or accordant

action between the top 10 shareholders with unrestricted shares and the top 10 action relationship with the other 9 listed shareholders and the relationship among the other shareholders is unknown.shareholders

Explanation for the top 10 shareholders who involved in financing activities and

The top 10 shareholders do not involve in financing activities and stock trade business.stock trading business (If have) (Please refer to Note 4)

The lending of shares by the shareholders holding more than 5% top ten shareholders and top 10 shareholders of unrestricted shares in the securities

financing business

□Applicable □Inapplicable

The top ten shareholders and top 10 shareholders of unrestricted shares have changed from the previous period due to the leading/restitution reasons

□Applicable □Inapplicable

Whether or not the Company’s top 10 common shareholders and shareholders with shares without trading limited condition take agreed repurchase

trading during the report period

□Yes □No

There is no agreed repurchase trading taken by the Company’s top 10 common shareholders and shareholders with shares without trading limited

condition during the report period.

8 0Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(2) Situation for the controlling shareholders of the Company

Property of holding shareholders: Property of holding main body undefined

Type of holding shareholders: Legal representative

Name of controlling shareholder Legal representative Establishment date Organization code Main business

Production of wine healthy liquor distilled liquor and beverages( only

produced by subsidiaries shareholding companies and branches) sales

Yantai Changyu Group Co. Ltd. Hongjiang ZHOU 1997.04.27 913706002656458244

of the above-mentioned products cultivation of agricultural products

and export business under the scope of permission.Equity situation for the other domestic listed companies controlled or shared by the controlling shareholders during the report period No.Changes in the controlling shareholder during the report period

□Applicable □Inapplicable

There are no changes in the controlling shareholder during the report period.

(3) Situation for the actual controllers of the Company an its persons acting in concert

Property of actual controllers: domestic other institutions; foreign other institutions

Type of actual controllers: Legal representative

Establishment Organization

Name of actual controllers Legal representative Main business

date code

Yantai Yuhua Investment Under state permission property investment tenancy of machine and facility wholesale and retail of construction material

Hua JIANG 2004.10.28 767792947

& Development Co. Ltd. chemical products (chemical hazard products excluded) hardware and electronical products grape plantation.ILLVA Saronno Holding MARCO GIOVANNI Directly or indirectly conduct the production and distribution of food products (alcoholic products included) as well as industrial

1984.07.25-

S.p.a. FERRARI commercial financial and service activities of any other kinds through joint-stock companies and organizations.International Finance Corporation is one of the members of World Bank mainly dedicated to investment in private sectors of

developing countries while providing technical support and consultation service. The corporation is a multilateral financial

International Finance

Makhtar Diop 1956.07.25 - institution that ranks first in the world in terms of providing capital stock and loans to developing countries. Its purpose is to

Corporation

promote sustainable investments of private sectors of developing countries in order to alleviate poverty and improve people’s

life.

8 1Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Operating management of state-owned property right (stock right) authorized by State-owned Assets Supervision and

Administration Commission of Yantai Municipal Government; Financing investment and operating management of government

projects such as strategic investment and industrial investment and so on; Capital operation (including acquisition reintegration

and transfer etc) of state-owned property right and state-owned stock right within the scope of authorization; Venture capital

investment business; Agency of venture capital investment business of other venture investment enterprises or individuals;

Yantai Guofeng Participation in the establishment of venture capital investment enterprises and venture capital investment management

Investment Holdings Feng RONG 2009.02.12 684822338 consultant institutions; Investment and financing service and consulting business; Investment and financing consultant business;

Group Co. Ltd. Other business authorized by State-owned Assets Supervision and Administration Commission of Yantai Municipal

Government; wholesale and retail of non-ferrous metal mineral products gold (spot good) silver (spot good) chemical products

(excluding dangerous goods) battery materials (excluding dangerous chemicals); import and export of goods and technologies.(The business scope does not include national pre-approval projects and projects restricted by national industrial policies;

projects that are subject to approval according to law can only carry out business activities after approval by relevant

departments).Yantai Yuhua Investment & Development Co. Ltd. did not control the equity of other domestic and foreign listed companies except the

Equity situation for the other domestic listed companies controlled

Company during the reporting period; It is not clear that other actual controllers control the equity of other domestic and foreign listed

by the actual controller during the report period

companies other than the Company during the reporting period.Changes of the actual controllers during the report period

□Applicable □Inapplicable

There are no changes in actual controllers during the report period.

8 2Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Introduction for property right and control relations between the Company and its actual controllers

Actual controller controls the Company through a trust or other asset management ways

□Applicable □Inapplicable

8 3Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(4) The company’s controlling shareholder or the largest shareholder and its concerted action

person’s cumulative pledged shares account for 80% of the company’s shares held by them

□Applicable □Inapplicable

(5) Other institutional shareholders holding more than 10% shares

□Applicable □Inapplicable

(6) Shares reduction situations of holding shareholders actual controllers restructuring side

and other commitment subjects

□Applicable □Inapplicable

4. The specific implementation of share repurchase during the reporting period

Implementation progress of share repurchase

□Applicable □Inapplicable

Proposed The proportion of the

Number of bought quantity bought back

Plan The proportion of Purpose Quantity

shares to be back Proposed buyback to the underlying

disclosure the total share of bought back

bought back amount period shares involved in the

time capital buyback (shares)

(shares) (CNY’000 equity incentive plan

0) (if any)

No more than 12

Accounted for

No less than months from the

about 1.44%-2.89% Not more

10 million date of approval

of the total share than

2024.02.23 shares no of the share Cancelled 19999993 0%

capital of the CNY200m

more than 20 buyback plan by

company at that illion

million shares the Shareholders’

time

Meeting

2024.07.24 425666 0.06% 636.80 — Cancelled 425666 6.27%

Implementation progress of reducing share repurchased by centralized bidding

□Applicable □Inapplicable

8 4Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

VIII. Related Situation of Preferred Shares

□Applicable □Inapplicable

There are no preferred shares during the report period.IX. Related Situation of Bonds

□Applicable □Inapplicable

X. Financial Report

1. Audit Report

Type of audit opinion Standard unqualified audit opinion

Date signed on audit report April 16 2025

KPMG Huazhen Certified Public Accountants

Audit agency name

Co. Ltd. (special general partnership)

Audit report No. KPMG Huazhen ShenZi No. 2507683

Certified public accountant’s name Jia WANG Hui JIANG

85Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Yantai Changyu Pioneer Wine Co. Ltd.ENGLISH TRANSLATION OF FINANCIAL STATEMENTS

FOR THE YEAR 1 JANUARY 2024 TO 31 DECEMBER 2024

IF THERE IS ANY CONFLICT BETWEEN THE CHINESE VERSION AND ITS ENGLISH

TRANSLATION THE CHINESE VERSION WILL PREVAIL

86Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

AUDITOR’S REPORT

KPMG Huazhen Shen Zi No. 2507683

All Shareholders of Yantai Changyu Pioneer Wine Company Limited:

Opinion

We have audited the accompanying financial statements of Yantai Changyu Pioneer Wine

Company Limited (“Yantai Changyu”) which comprise the consolidated balance sheet and

company balance sheet as at 31 December 2024 the consolidated income statement and

company income statement the consolidated cash flow statement and company cash flow

statement the consolidated statement of changes in shareholders’ equity and company

statement of changes in shareholders’ equity for the year then ended and notes to the

financial statements.In our opinion the accompanying financial statements present fairly in all material respects

the consolidated financial position and company financial position of Yantai Changyu as at 31

December 2024 and of its consolidated financial performance and company financial

performance and its consolidated cash flows and company cash flows for the year then ended

in accordance with Accounting Standards for Business Enterprises issued by the Ministry of

Finance of the People’s Republic of China.Basis for Opinion

We conducted our audit in accordance with China Standards on Auditing for Certified Public

Accountants (“CSAs”). Our responsibilities under those standards are further described in

the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report.We are independent of Yantai Changyu in accordance with the China Code of Ethics for

Certified Public Accountants (“the Code”) and we 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 opinion.

87Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

AUDITOR’S REPORT (continued)

KPMG Huazhen Shen Zi No. 2507683

Key Audit Matters

Key audit matters are those matters that in our professional judgement were of most

significance in our audit of the financial statements for the year ended 31 December 2024.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.Recognition of Sales Revenue from DistributorsRefer to the accounting policies set out in the notes to the financial statements “III.Significant accounting policies and accounting estimates” 25 and “V. Notes to theconsolidated financial statements” 37.How the Matter was Addressed in Our

The Key Audit Matters

Audit

The principal activities of Yantai Changyu and Our audit procedures to evaluate revenue

its subsidiaries (hereinafter referred to as recognition of sales revenue from

“Yantai Changyu Group”) include manufacture distributors included the following:

and sales of wine brandy and sparkling wine.Understand and evaluate the

The revenue of Yantai Changyu Group is mainly Management’s design and operation

derived from sales of distributors. All effectiveness of key internal controls

distributor transaction terms adopt the unified related to distributor sales revenue

transaction terms formulated by Yantai recognition;

Changyu Group.Selecting the sales contracts Yantai

Based on the contractual agreement and the Changyu signed with distributors in

business arrangement Yantai Changyu sells order to examine whether Yantai

products to distributors and the transfer of Changyu has adopted the unified

product ownership is completed and the transaction terms and evaluate

revenue is recognised when the goods are whether the accounting policy of

delivered to distributors and signed for revenue recognition meets the

acceptance. requirements of the Accounting

As revenue is one of the key performance Standards for Business Enterprises;

indicators of Yantai Changyu Group there is a On a sampling basis reconcile the

risk that management may recognise revenue

revenue recorded for the year to

earlier or later in order to meet specific

relevant supporting files such as

performance targets or expectations therefore

relevant orders and signed delivery

the risk of cut-off misstatement arising from

notes etc. to evaluate whether

distributors’ sales revenue is identified as a key revenue is recognised in accordance

audit matter.with the accounting policy of Yantai

Changyu;

88Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

AUDITOR’S REPORT (continued)

KPMG Huazhen Shen Zi No. 2507683

Key Audit Matters (continued)

Recognition of Sales Revenue from Distributors (continued)Refer to the accounting policies set out in the notes to the financial statements “III.Significant accounting policies and accounting estimates” 25 and “V. Notes to theconsolidated financial statements” 37.How the Matter was Addressed in Our

The Key Audit Matters

Audit

On a sampling basis reconcile the sales

transaction before and after balance sheet

date to relevant supporting files such as

relevant orders signed delivery notes

etc. to evaluate whether revenue is

recognised in appropriate accounting

period;

Check the sales record after the balance

sheet date to identify significant sales

returns and check relevant supporting

files (If applicable) in order to evaluate

whether relevant revenue is recorded in

the appropriate accounting period;

Select revenue accounting entries that

meet specific risk criteria and check

related supporting documents.

89Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

AUDITOR’S REPORT (continued)

KPMG Huazhen Shen Zi No. 2507683

Other Information

Management of Yantai Changyu is responsible for the other information. The other

information comprises all the information included in the 2024 annual report other than the

financial statements and our auditor’s report thereon.Our opinion on the financial statements does not cover the other information and we do not

express any form of assurance conclusion thereon.In connection 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.Responsibilities of Management and Those Charged with Governance for the Financial

Statements

Management is responsible for the preparation and fair presentation of the financial

statements in accordance with the Accounting Standards for Business Enterprises and for

the design implementation and maintenance of such internal control necessary to enable that

the financial statements are free from material misstatement whether due to fraud or error.In preparing the financial statements management is responsible for assessing Yantai

Changyu’s ability to continue as a going concern disclosing as applicable matters related to

going concern and using the going concern basis of accounting unless management either

intends to liquidate Yantai Changyu or to cease operations or has no realistic alternative but

to do so.Those charged with governance are responsible for overseeing Yantai Changyu’s financial

reporting process.Auditor’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

auditor’s 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 CSAs 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 taken on the basis of these financial

statements.

90Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

AUDITOR’S REPORT (continued)

KPMG Huazhen Shen Zi No. 2507683

Auditor’s Responsibilities for the Audit of the Financial Statements (continued)

As part of an audit in accordance with CSAs we exercise professional judgement and

maintain professional scepticism 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 for 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 audit

procedures that are appropriate in the circumstances.

(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 management’s use of the going concern basis of

accounting and based on the audit evidence obtained whether a material uncertainty

exists related to events or conditions that may cast significant doubt on Yantai

Changyu’s ability to continue as a going concern. If we conclude that a material

uncertainty exists we are required to draw attention in our auditor’s 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 audit evidence obtained up to the date

of our auditor’s report. However future events or conditions may cause Yantai

Changyu to cease to continue as a going concern.

(5) Evaluate the overall presentation structure and content of the financial statements

including the disclosures and whether the financial statements represent the underlying

transactions and events in a manner that achieves fair presentation.

(6) Obtain sufficient appropriate audit evidence regarding the financial information of the

entities or business activities within the Group to express our audit opinion on the

financial statements. We are responsible for the direction supervision and

performance of the Group audit. We remain solely responsible for our audit opinion.

91Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

AUDITOR’S REPORT (continued)

KPMG Huazhen Shen Zi No. 2507683

Auditor’s Responsibilities for the Audit of the Financial Statements (continued)

We communicate with those charged with governance regarding among other matters the

planned scope and timing of the audit and significant audit findings including any significant

deficiencies in internal control that we identify during our audit.We also provide those charged with governance with a statement that we have complied with

relevant ethical requirements regarding independence and communicate with them all

relationships and other matters that may reasonably be thought to bear on our independence

and where applicable related safeguards.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 year and

are therefore the key audit matters. We describe these matters in our auditor’s 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.KPMG Huazhen LLP Certified Public Accountants Registered

(Stamp) in the People’s Republic of China

Wang Jia (Engagement Partner)

(Signature and stamp)

Beijing China Jiang Hui

(Signature and stamp)

16 April 2025

92Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Yantai Changyu Pioneer Wine Company Limited

Consolidated balance sheet

as at 31 December 2024

(Expressed in Renminbi Yuan)

31 December 31 December

Note

20242023

Assets

Current assets

Cash at bank and on hand V.1 1797848130 2217693647

Bills receivable V.2 1036243 1260000

Accounts receivable V.3 270829601 382132334

Receivables under financing V.4 230960211 408316028

Prepayments V.5 60631575 61497933

Other receivables V.6 264598394 71496276

Inventories V.7 2904070556 2765390587

Other current assets V.8 80383241 88368542

Total current assets 5610357951 5996155347

Non-current assets

Long-term equity investments V.9 34864748 38285620

Investment properties V.10 21960451 24482831

Fixed assets V.11 5551671795 5795082569

Construction in progress V.12 10177372 3323241

Bearer biological assets V.13 66483964 177461983

Right-of-use assets V.14 71761262 121745910

Intangible assets V.15 527706383 542625776

Goodwill V.16 101149082 107163616

Long-term deferred expenses V.17 298793702 306662107

Deferred tax assets V.18 221993099 221518204

Other non-current assets V.19 3554409 1760000

Total non-current assets 6910116267 7340111857

Total assets 12520474218 13336267204

The notes on pages 112 to 207 form part of these financial statements.

93Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Yantai Changyu Pioneer Wine Company Limited

Consolidated balance sheet

as at 31 December 2024 (continued)

(Expressed in Renminbi Yuan)

31 December 31 December

Note

20242023

Liabilities and shareholders’ equity

Current liabilities

Short-term loans V.20 216140346 364981445

Accounts payable V.21 417510439 473352525

Contract liabilities V.22 128090353 175278849

Employee benefits payable V.23 166704917 185331292

Taxes payable V.24 189147054 274723431

Other payables V.25 398149521 555634336

Other current liabilities V.26 40764242 44958297

Non-current liabilities due within

V.27 79949769 78523993

one year

Total current liabilities 1636456641 2152784168

Non-current liabilities

Long-term loans V.28 50637203 66616443

Lease liabilities V.29 27542829 85038335

Deferred income V.30 25938817 32582734

Deferred tax liabilities V.18 7344165 8719729

Total non-current liabilities 111463014 192957241

Total liabilities 1747919655 2345741409

The notes on pages 112 to 207 form part of these financial statements.

94Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Yantai Changyu Pioneer Wine Company Limited

Consolidated balance sheet

as at 31 December 2024 (continued)

(Expressed in Renminbi Yuan)

31 December 31 December

Note

20242023

Liabilities and shareholders’ equity

(continued)

Shareholders’ equity

Share capital V.31 671823900 692249559

Capital reserve V.32 482143547 651086707

Less:Treasury stock V.33 70704426 103411919

Other comprehensive income V.34 (39714972) (14784677)

Surplus reserve V.35 342732000 342732000

Retained earnings V.36 9232928370 9273629318

Total equity attributable to shareholders of

1061920841910841500988

the Company

Non-controlling interests 153346144 149024807

Total shareholders’ equity 10772554563 10990525795

Total liabilities and shareholders’ equity 12520474218 13336267204

These financial statements were approved by the Board of Directors of the Company on

16April 2025. .

Zhou Hongjiang Jiang Jianxun Guo Cuimei (Company stamp)

Legal Representative The person in charge The head of the

of accounting affairs accounting department

(Signature and stamp) (Signature and stamp) (Signature and stamp)

The notes on pages 112 to 207 form part of these financial statements.

95Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Yantai Changyu Pioneer Wine Company Limited

Company balance sheet

as at 31 December 2024

(Expressed in Renminbi Yuan)

31 December 31 December

Note

20242023

Assets

Current assets

Cash at bank and on hand 876557848 1242484544

Accounts receivable 226796 5189894

Receivables under financing XVII.1 13110297 36322019

Prepayments 5526029 52587

Other receivables XVII.2 952762563 576949997

Inventories 396334804 323465919

Other current assets - 147187

Total current assets 2244518337 2184612147

Non-current assets ? ?

Long-term equity investments XVII.3 7689232919 7648498638

Investment properties 21960451 24482831

Fixed assets 176158046 194601612

Construction in progress - 264175

Bearer biological assets 20075933 100785279

Right-of-use assets 6985971 37025896

Intangible assets 69806357 72552201

Deferred tax assets 2624459 2327585

Other non-current assets 1864430003 1934430000

Total non-current assets 9851274139 10014968217

Total assets 12095792476 12199580364

The notes on pages 112 to 207 form part of these financial statements.

96Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Yantai Changyu Pioneer Wine Company Limited

Company balance sheet

as at 31 December 2024(continued)

(Expressed in Renminbi Yuan)

31 December 31 December

Note

20242023

Liabilities and shareholders’ equity

Current liabilities

Short-term loans 50000000 100000000

Accounts payable 92990317 63686113

Employee benefits payable 68033360 68654350

Taxes payable 2010276 6439899

Other payables 584915573 608904995

Non-current liabilities due within

21992123803910

one year

Total current liabilities 800148738 851489267

Non-current liabilities

Lease liabilities 5115806 42380074

Deferred income 1398701 55718

Total non-current liabilities 6514507 42435792

Total liabilities 806663245 893925059

The notes on pages 112 to 207 form part of these financial statements.

97Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Yantai Changyu Pioneer Wine Company Limited

Company balance sheet

as at 31 December 2024 (continued)

(Expressed in Renminbi Yuan)

31 December 31 December

Note

20242023

Liabilities and shareholders’ equity

(continued)

Shareholders’ equity

Share capital 671823900 692249559

Capital reserve 519382073 687544350

Less:Treasury stock 70704426 103411919

Surplus reserve 342732000 342732000

Retained earnings 9825895684 9686541315

Total shareholders’ equity 11289129231 11305655305

Total liabilities and shareholders’ equity 12095792476 12199580364

These financial statements were approved by the Board of Directors of the Company on 16

April 2025. .Zhou Hongjiang Jiang Jianxun Guo Cuimei (Company stamp)

Legal Representative The person in charge The head of the

of accounting affairs accounting department

(Signature and stamp) (Signature and stamp) (Signature and stamp)

The notes on pages 112 to 207 form part of these financial statements.

98Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Yantai Changyu Pioneer Wine Company Limited

Consolidated income statement

for the year ended 31 December 2024

(Expressed in Renminbi Yuan)

Note 2024 2023

I. Operating income V.37 3277278347 4384764335

Less: Operating costs V.37 1392602399 1786983657

Taxes and surcharges V.38 273762629 349735571

Selling and distribution

V.39 1012980420 1239782776

expenses

General and administrative

V.40 313911881 303990858

expenses

Research and development

1953824317413534

expenses

Financial expenses V.41 12836073 11083459

Including: Interest expenses 34261730 35800097

Interest income 34643667 30571465

Add: Other income V.42 52613910 51523799

Investment (losses)/income V.43 (4420872) 23847450

Including: Losses from

investment

(4420872)(712480)

associates and in

joint ventures

Credit reversal V.44 1818835 1397658

Impairment losses V.45 (7465500) (13506958)

Gain/(losses) from disposal of

V.46 132116926 (134133)

assets

The notes on pages 112 to 207 form part of these financial statements.

99Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Yantai Changyu Pioneer Wine Company Limited

Consolidated income statement

for the year ended 31 December 2024 (continued)

(Expressed in Renminbi Yuan)

Note 2024 2023

II. Operating profit 426310001 738902296

Add: Non-operating income V.47 4977930 11992270

Less: Non-operating expenses V.47 3733074 3428410

III. Profit before income tax 427554857 747466156

Less: Income tax expenses V.48 113227572 221433447

IV. Net profit 314327285 526032709

(1) Net profit classified by

??

continuity of operations:

1. Net profit from continuing

314327285526032709

operations

2. Net profit from discontinued

--

operations

(2) Net profit classified by

??

ownership:

1. Net profit attributable to

shareholders of the 305210999 532438907

Company

2. Non-controlling net

9116286(6406198)

interests/(losses)

V. Other comprehensive income net of

(27197923)9519495

tax

(1) Other comprehensive income

(net of tax) attributable to (24930295) 8975561

shareholders of the Company

Translation differences arising

from translation of foreign (24930295) 8975561

currency financial statements

(2) Other comprehensive income

(net of tax) attributable to (2267628) 543934

non-controlling interests

The notes on pages 112 to 207 form part of these financial statements.

100Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Yantai Changyu Pioneer Wine Company Limited

Consolidated income statement

for the year ended 31 December 2024 (continued)

(Expressed in Renminbi Yuan)

Note 2024 2023

VI. Total comprehensive income for the

287129362535552204

year

(1) Attributable to shareholders of

280280704541414468

the Company

(2) Attributable to non-controlling

6848658(5862264)

interests

VII. Earnings per share: ? ?

(1) Basic earnings per share V.49 0.45 0.78

(2) Diluted earnings per share V.49 0.45 0.78

These financial statements were approved by the Board of Directors of the Company on 16

April 2025. .Zhou Hongjiang Jiang Jianxun Guo Cuimei (Company stamp)

Legal Representative The person in charge The head of the

of accounting affairs accounting department

(Signature and stamp) (Signature and stamp) (Signature and stamp)

The notes on pages 112 to 207 form part of these financial statements.

101Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Yantai Changyu Pioneer Wine Company Limited

Company income statement

for the year ended 31 December 2024

(Expressed in Renminbi Yuan)

Note 2024 2023

I. Operating income XVII.4 562078771 731158954

Less: Operating cost XVII.4 496879337 621636564

Taxes and surcharges 18450000 26163038

General and administrative

6865899760054424

expenses

Research and development

8784051127242

expenses

Financial net income (13673283) (2756864)

Including: Interest expenses 2019519 3184460

Interest income 21038636 10213608

Add: Other income 954175 3219830

Investment income XVII.5 368167007 439250529

Credit Impairment losses (245) -

Asset Impairment losses (6014534) (42274055)

Proceeds from the disposal of

135896203-

assets

II. Operating profit 489887921 425130854

Add: Non-operating income 1246114 386193

Less: Non-operating expenses 2409239 1258048

The notes on pages 112 to 207 form part of these financial statements.

102Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Yantai Changyu Pioneer Wine Company Limited

Company income statement

for the year ended 31 December 2024 (continued)

(Expressed in Renminbi Yuan)

Note 2024 2023

III. Profit before income tax 488724796 424258999

Less: Income tax expenses 3458480 12118898

IV. Net profit 485266316 412140101

(i) Net profit from continuing

485266316412140101

operations

(ii) Net profit from discontinued

--

operations

V. Other comprehensive income net of

--

tax

VI. Total comprehensive income for the

485266316412140101

year

These financial statements were approved by the Board of Directors of the Company on 16

April 2025. .Zhou Hongjiang Jiang Jianxun Guo Cuimei (Company stamp)

Legal Representative The person in charge The head of the

of accounting affairs accounting department

(Signature and stamp) (Signature and stamp) (Signature and stamp)

The notes on pages 112 to 207 form part of these financial statements.

103Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Yantai Changyu Pioneer Wine Company Limited

Consolidated cash flow statement

for the year ended 31 December 2024

(Expressed in Renminbi Yuan)

Note 2024 2023

I. Cash flows from operating activities:

Proceeds from sale of goods and

35371138664362027268

rendering of services

Refund of taxes 55276632 37827698

Proceeds from other operating

V.50(1) 81036973 219385622

activities

Sub-total of cash inflows 3673427471 4619240588

Payment for goods and services 1432909914 1368282215

Payment to and for employees 497180417 491419621

Payment of various taxes 704434463 910748260

Payment for other operating activities V.50(1) 641161610 675698749

Sub-total of cash outflows 3275686404 3446148845

Net cash flows from operating

V.51(1) 397741067 1173091743

activities

II. Cash flows from investing activities:

Proceeds from disposal of

V.50(2) 464200000 238200000

investments

Investment returns received 4936198 3196066

Net proceeds from disposal of fixed

assets intangible assets and other 42303732 10529793

long-term assets

Net proceeds from disposal of

-20308625

subsidiaries and other business units

Net proceeds from acquisition of

-657049

subsidiaries and other business units

Sub-total of cash inflows 511439930 272891533

Payment for acquisition of fixed

assets intangible assets and other 94561357 132032219

long-term assets

Payment for acquisition of

289650000464200000

investments

Sub-total of cash outflows 384211357 596232219

Net cash flows from investing

127228573(323340686)

activities

The notes on pages 112 to 207 form part of these financial statements.

104Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Yantai Changyu Pioneer Wine Company Limited

Consolidated cash flow statement

for the year ended 31 December 2024 (continued)

(Expressed in Renminbi Yuan)

Note 2024 2023

III. Cash flows from financing activities: ?

Proceeds from investors - 103411919

Proceeds from borrowings 507959260 573859507

Sub-total of cash inflows 507959260 677271426

Repayments of borrowings 670128889 768253239

Payment for dividends profit

377462001341454132

distributions or interest

Payment for other financing activities V.50(3) 227313486 67229123

Sub-total of cash outflows 1274904376 1176936494

Net cash flows from financing

(766945116)(499665068)

activities

IV. Effect of foreign exchange rate

changes on cash and cash (3452725) 316163

equivalents

V. Net (decrease)/increase in cash and

V.51(1) (245428201) 350402152

cash equivalents

Add: Cash and cash equivalents at

19631557521612753600

the beginning of the year

VI. Cash and cash equivalents at the end

V.51(2) 1717727551 1963155752

of the year

These financial statements were approved by the Board of Directors of the Company on 16

April 2025. .Zhou Hongjiang Jiang Jianxun Guo Cuimei (Company stamp)

Legal Representative The person in charge The head of the

of accounting affairs accounting department

(Signature and stamp) (Signature and stamp) (Signature and stamp)

The notes on pages 112 to 207 form part of these financial statements.

105Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Yantai Changyu Pioneer Wine Company Limited

Company cash flow statement

for the year ended 31 December 2024

(Expressed in Renminbi Yuan)

Note 2024 2023

I. Cash flows from operating activities:

Proceeds from sale of goods and

669302405673455798

rendering of services

Proceeds from other operating

1479948412473241

activities

Sub-total of cash inflows 684101889 685929039

Payment for goods and services 452049677 611290566

Payment to and for employees 55724885 60646447

Payment of various taxes 41659134 62523754

Payment for other operating activities 20393900 28861990

Sub-total of cash outflows 569827596 763322757

Net cash flows from operating

114274293(77393718)

activities

II. Cash flows from investing activities:

Proceeds from disposal of

464200000262833449

investments

Investment returns received 243103205 729828424

Net proceeds from disposal of fixed

assets intangible assets and other 1190693 576150

long-term assets

Net proceeds from disposal of

subsidiaries and other business - 17965519

units

Proceeds from borrowings to

14000000010000000

subsidiaries

Sub-total of cash inflows 848493898 1021203542

Payment for acquisition of fixed

assets intangible assets and other 5532306 7116731

long-term assets

Payment for acquisition of

288650000478823400

investments

Net payment for acquisition of

subsidiaries and other business 65506916 5537700

units

Cash paid to subsidiaries 205200000 94230000

Sub-total of cash outflows 564889222 585707831

Net cash flows from investing

283604676435495711

activities

The notes on pages 112 to 207 form part of these financial statements.

106Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Yantai Changyu Pioneer Wine Company Limited

Company cash flow statement

for the year ended 31 December 2024 (continued)

(Expressed in Renminbi Yuan)

Note 2024 2023

III. Cash flows from financing activities:

Proceeds from investors - 103411919

Proceeds from borrowings 50000000 100000000

Sub-total of cash inflows 50000000 203411919

Repayments of borrowings 100000000 100000000

Payment for dividends or interest 347931466 311643260

Payment for other financing activities 190324198 4956105

Sub-total of cash outflows 638255664 416599365

Net cash flows from financing

(588255664)(213187446)

activities

IV. Effect of foreign exchange rate

changes on cash and cash -? -

equivalents

V. Net (decrease)/increase in cash and

(190376695)144914547

cash equivalents

Add: Cash and cash equivalents at

988284544843369997

the beginning of the year

VI. Cash and cash equivalents at the end

797907849988284544

of the year

These financial statements were approved by the Board of Directors of the Company on 16

April 2025. .Zhou Hongjiang Jiang Jianxun Guo Cuimei (Company stamp)

Legal Representative The person in charge The head of the

of accounting affairs accounting department

(Signature and stamp) (Signature and stamp) (Signature and stamp)

The notes on pages 112 to 207 form part of these financial statements.

107Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Yantai Changyu Pioneer Wine Company Limited

Consolidated statement of changes in shareholders’ equity

for the year ended 31 December 2024

(Expressed in Renminbi Yuan)

Attributable to shareholders of the Company

Total

Other Non-controlling

Note Less:Treasury Retained shareholders’

Share capital Capital reserve comprehensive Surplus reserve Sub-total interests

stock earnings equity

income

I. Balance at the beginning of the year 692249559 651086707 (103411919) (14784677) 342732000 9273629318 10841500988 149024807 10990525795

II. Changes in equity during the year ? ? ? ? ? ? ? ?

1. Total comprehensive income - - - (24930295)? -? 305210999? 280280704? 6848658? 287129362?

2. Shareholders’ contributions and

decrease of capital

(1). Effects of restricted share

V.31 (425666) (10077952) 32707493 - - - 22203875 - 22203875

incentive plan

(2). Acquisition of

VIII.2 - (780883) - - - - (780883) (1102655) (1883538)

non-controlling interests

(3)Effects of share repurchased V.32 (19999993) (158084325) - - - - (178084318) - (178084318)

3. Appropriation of profits ? ? ? ? ? ? ? ?

Distributions to shareholders V.36 - - - - - (345911947) (345911947) (1424666) (347336613)

III. Balance at the end of the year 671823900 482143547 (70704426) (39714972) 342732000 9232928370 10619208419 153346144 10772554563

These financial statements were approved by the Board of Directors of the Company on 16 April 2025. .Zhou Hongjiang Jiang Jianxun Guo Cuimei (Company stamp)

Legal Representative The person in charge of The head of the accounting

accounting affairs department

(Signature and stamp) (Signature and stamp) (Signature and stamp)

The notes on pages 112 to 207 form part of these financial statements.

108Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Yantai Changyu Pioneer Wine Company Limited

Consolidated statement of changes in shareholders’ equity (continued)

for the year ended 31 December 2023

(Expressed in Renminbi Yuan)

Attributable to shareholders of the Company

Total

Other Non-controlling

Note Less:Treasury Retained shareholders’

Share capital Capital reserve comprehensive Surplus reserve Sub-total interests

stock earnings equity

income

I. Balance at the beginning of the year 685464000 524968760 - (23760238) 342732000 9049649211 10579053733 246526561 10825580294

II. Changes in equity during the year ? ? ? ? ? ? ? ?

1. Total comprehensive income - - - 8975561 - 532438907 541414468 (5862264) 535552204

2. Shareholders’ contributions and

decrease of capital

(1). Effects of restricted share

V.31 6785559 127362115 (103411919) - - - 30735755 - 30735755

incentive plan

(2). Acquisition of

VIII.2 - (1244168) - - - - (1244168) (31502609) (32746777)

non-controlling interests

3. Appropriation of profits ? ? ? ? ? ? ? ?

Distributions to shareholders V.36 - - - - - (308458800) (308458800) (1538316) (309997116)

4. Others

Disposal of equities in subsidiaries - - - - - - - (58598565) (58598565)

III. Balance at the end of the year 692249559 651086707 (103411919) (14784677) 342732000 9273629318 10841500988 149024807 10990525795

These financial statements were approved by the Board of Directors of the Company on 16 April 2025. .Zhou Hongjiang Jiang Jianxun Guo Cuimei (Company stamp)

Legal Representative The person in charge of The head of the accounting

accounting affairs department

(Signature and stamp) (Signature and stamp) (Signature and stamp)

The notes on pages 112 to 207 form part of these financial statements.

109Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Yantai Changyu Pioneer Wine Company Limited

Company statement of changes in shareholders’ equity

for the year ended 31 December 2024

(Expressed in Renminbi Yuan)

Total

Less:Treasury Retained

Note Share capital Capital reserve Surplus reserve shareholders’

stock earnings

equity

I. Balance at the beginning

692249559687544350(103411919)342732000968654131511305655305

of the year

II. Changes in equity during

?????

the year

1. Total comprehensive

-?-?--?485266316485266316

income

2. Contributions by

owners

(1) Effec (425666) (10077952) 32707493 -? -? 22203875

ts of restricted

share incentive

plan

(2) Effec

ts of share (19999993) (158084325) -? -? -? (178084318)

repurchased

3. Appropriation of

?????

profits

Distributions to

-?-?-?-?(345911947)(345911947)

shareholders

III. Balance at the end of the

671823900519382073(70704426)342732000982589568411289129231

year

These financial statements were approved by the Board of Directors of the Company on 16

April 2025. .Zhou Hongjiang Jiang Jianxun Guo Cuimei (Company stamp)

Legal Representative The person in charge The head of the

of accounting affairs accounting department

(Signature and stamp) (Signature and stamp) (Signature and stamp)

The notes on pages 112 to 207 form part of these financial statements.

110Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Yantai Changyu Pioneer Wine Company Limited

Company statement of changes in shareholders’ equity

for the year ended 31 December 2023 (continued)

(Expressed in Renminbi Yuan)

Total

Less:Treasury Retained

Note Share capital Capital reserve Surplus reserve shareholders’

stock earnings

equity

I. Balance at the beginning

685464000560182235-342732000958286001411171238249

of the year

II. Changes in equity during

?????

the year

1. Total comprehensive

----412140101412140101

income

2. Contribution by

owners

(1) Effec

ts of restricted

6785559127362115(103411919)--30735755

share incentive

plan

3. Appropriation of

?????

profits

Distributions to

----(308458800)(308458800)

shareholders

III. Balance at the end of the

692249559687544350(103411919)342732000968654131511305655305

year

These financial statements were approved by the Board of Directors of the Company on 16

April 2025. .Zhou Hongjiang Jiang Jianxun Guo Cuimei (Company stamp)

Legal Representative The person in charge The head of the

of accounting affairs accounting department

(Signature and stamp) (Signature and stamp) (Signature and stamp)

The notes on pages 112 to 207 form part of these financial statements.

111Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Yantai Changyu Pioneer Wine Company Limited

Notes to the financial statements

(Expressed in Renminbi Yuan unless otherwise indicated)

I. Company status

Yantai Changyu Pioneer Wine Co. Ltd. (the “Company” or the “Joint Stock Company”) was

incorporated as a joint stock limited company in accordance with the Company Law of the

People’s Republic of China (the “PRC”) in a reorganisation carried out by Yantai Changyu

Group Co. Ltd. (“Changyu Group”) in which Changyu Group Company injected certain

assets and liabilities in relation to the wine brandy and sparkling wine production and sales

businesses to the Company. The Company and its subsidiaries (the “Group”) are principally

engaged in the production and sales of wine brandy sparkling wine grape growing and

acquisition as well as travel resource development etc.. Registration place of the Company

is Yantai Shandong. Headquarter of the Company is located at No. 56 Da Ma Lu Zhifu

District Yantai Shandong PRC.As at 31 December 2024 the total shares issued by the Company amounts to 671823900

shares. Please refer to Note V. 31 in detail.The holding company of the Group is Changyu Group Company which is jointly controlled by

Yantai GuoFeng Investment Holding Ltd. ILLVA SARONNO HOLDING SPA International

Finance Corporation and Yantai Yuhua Investment and Development Company Limited.The financial statements have been authorised by the board of directors on 16 April 2025.According to the Company’s articles of association the financial statements will be reviewed

by shareholders on the shareholder’s meeting.For consolidation scope of the year please refer to Note VIII “Equity in other entities” in detail.II. Basis of preparation

The financial statements have been prepared on the going concern basis.III. Significant accounting policies and accounting estimates

1 Statement of compliance

The financial statements have been prepared in accordance with the requirements of

Accounting Standards for Business Enterprises or referred to as China Accounting Standards

(“CAS”) issued by the MOF. These financial statements present truly and completely the

consolidated financial position and financial position of the Company as at 31 December

2024 and the consolidated financial performance and financial performance and the

consolidated cash flows and cash flows of the Company for the year then ended.These financial statements also comply with the disclosure requirements of “Regulation onthe Preparation of Information Disclosures by Companies Issuing Securities No. 15: GeneralRequirements for Financial Reports” as revised by the China Securities Regulatory

Commission (“CSRC”) in 2024.

112Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

2 Accounting period

The accounting period is from 1 January to 31 December.

3 Operating cycle

The Company takes the period from the acquisition of assets for processing to until the

ultimate realisation of cash or cash equivalents as a normal operating cycle. The operating

cycle of the Company is 12 months.

4 Functional currency

Renminbi (“RMB”) is the currency of the primary economic environment in which the

Company and its domestic subsidiaries operate. Therefore the Company and its domestic

subsidiaries choose RMB as their functional currency. Overseas subsidiaries of the

Company adopt Euro Chilean Peso and Australian Dollar as their functional currencies on the

basis of the primary economic environment in which they operate. The Company adopts

RMB to prepare its financial statements. The foreign currency financial statements of

overseas subsidiaries have been translated based on the accounting policy set out in Note

III.9 in preparing these financial statements.

5 Method used to determine the materiality threshold and the basis for selection

Item Materiality threshold

Amount of the individual other

payables/accounts payable with

Significant other payables/accounts payable with ageing

ageing of more than 1 year

of more than one year

exceeds 0.5% of the Group’s

total liabilities

Carrying amount of the individual

construction in progress exceeds

Significant construction projects in progress

0.5% of the Group’s total

non-current assets

Carrying amount of net assets

attributable to non-controlling

shareholders of the

Significant non-wholly-owned subsidiaries

non-wholly-owned subsidiaries

exceeds 0.5% of the Group’s net

assets

The carrying amount of long-term

equity investments of an

Significant joint arrangements or associates individual joint arrangement or an

associate exceeds 0.5% of the

Group’s net assets

Amount of the individual cash

Significant investing and financing activities not requiring

flow exceeds exceeds 0.5% of

the use of cash

the Group’s total assets

6 Accounting treatments for business combinations involving entities under common control

and not under common control

A transaction constitutes a business combination when the Group obtains control of one or

more entities (or a group of assets or net assets). Business combination is classified as

113Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

either business combinations involving enterprises under common control or business

combinations not involving enterprises under common control.For a transaction not involving enterprises under common control the acquirer determines

whether acquired set of assets constitute a business. The Group may elect to apply the

simplified assessment method the concentration test to determine whether an acquired set

of assets is not a business. If the concentration test is met and the set of assets is

determined not to be a business no further assessment is needed. If the concentration test

is not met the Group shall perform the assessment according to the guidance on the

determination of a business.When the set of assets the group acquired does not constitute a business acquisition costs

should be allocated to each identifiable assets and liabilities at their acquisition?date fair

values. It is not required to apply the accounting of business combination described as

below.

(1) Business combinations involving entities under common control

A business combination involving entities under common control is a business combination in

which all of the combining entities are ultimately controlled by the same party or parties both

before and after the business combination and that control is not transitory. The assets

acquired and liabilities assumed are measured based on their carrying amounts in the

consolidated financial statements of the ultimate controlling party at the combination date.The difference between the carrying amount shares of the net assets acquired and the

consideration paid for the combination (or the total par value of shares issued) is adjusted

against share premium in the capital reserve with any excess adjusted against the surplus

reserves and retained earnings sequentially. Any costs directly attributable to the

combination are recognised in profit or loss when incurred. The combination date is the date

on which one combining entity obtains control of other combining entities.

(2) Business combinations involving entities not under common control

A business combination involving entities not under common control is a business

combination in which all of the combining entities are not ultimately controlled by the same

party or parties both before and after the business combination. Where (1) the aggregate of

the acquisition-date fair value of assets transferred (including the acquirer’s previously held

equity interest in the acquiree) liabilities incurred or assumed and equity securities issued by

the acquirer in exchange for control of the acquiree exceeds (2) the acquirer’s interest in the

acquisition-date fair value of the acquiree’s identifiable net assets after considering the

impact of relevant deferred income tax the difference is recognised as goodwill (see Note

III.19). If (1) is less than (2) the difference is recognised in profit or loss for the current

period. Other acquisition-related costs are expensed when incurred. The acquiree’s

identifiable asset liabilities and contingent liabilities if the recognition criteria are met are

recognised by the Group at their acquisition-date fair value. The acquisition date is the date

on which the acquirer obtains control of the acquiree.For a business combination involving entities not under common control and achieved in

stages the Group remeasures its previously-held equity interest in the acquiree to its

acquisition-date fair value and recognises any resulting difference between the fair value and

the carrying amount as investment income or other comprehensive income for the current

period. In addition any amount recognised in other comprehensive income that may be

reclassified to profit or loss in prior reporting periods relating to the previously-held equity

interest and any other changes in the owners’ equity under equity accounting are transferred

114Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

to investment income in the period in which the acquisition occurs (see Note III.12(2)(b)). If

equity interests of the acquiree held before acquisition-date were equity instrument

investments measured at fair value through other comprehensive income other

comprehensive income recognised shall be moved to retained earnings on acquisition-date.

7 Criteria of control and preparation of consolidated financial statements

(1) General principles

The scope of consolidated financial statements is based on control and the consolidated

financial statements comprise the Company and its subsidiaries. Control exists when the

investor has all of following: power over the investee; exposure or rights to variable returns

from its involvement with the investee and has the ability to affect those returns through its

power over the investee. When assessing whether the Group has power only substantive

rights (held by the Group and other parties) are considered. The financial position financial

performance and cash flows of subsidiaries are included in the consolidated financial

statements from the date that control commences until the date that control ceases.Non-controlling interests are presented separately in the consolidated balance sheet within

shareholders’ equity. Net profit or loss attributable to non-controlling shareholders is

presented separately in the consolidated income statement below the net profit line item.Total comprehensive income attributable to non-controlling shareholders is presented

separately in the consolidated income statement below the total comprehensive income line

item.When the amount of loss for the current period attributable to the non-controlling shareholders

of a subsidiary exceeds the non-controlling shareholders’ share of the opening owners’ equity

of the subsidiary the excess is still allocated against the non-controlling interests.When the accounting period or accounting policies of a subsidiary are different from those of

the Company the Company makes necessary adjustments to the financial statements of the

subsidiary based on the Company’s own accounting period or accounting policies.Intra-group balances and transactions and any unrealised profit or loss arising from

intra-group transactions are eliminated when preparing the consolidated financial statements.Unrealised losses resulting from intra-group transactions are eliminated in the same way as

unrealised gains unless they represent impairment losses that are recognised in the financial

statements.

(2) Subsidiaries acquired through a business combination

Where a subsidiary was acquired during the reporting period through a business combination

involving entities under common control the financial statements of the subsidiary are

included in the consolidated financial statements based on the carrying amounts of the assets

and liabilities of the subsidiary in the financial statements of the ultimate controlling party as if

the combination had occurred at the date that the ultimate controlling party first obtained

control. The opening balances and the comparative figures of the consolidated financial

statements are also restated.Where a subsidiary was acquired during the reporting period through a business combination

involving entities not under common control the identifiable assets and liabilities of the

acquired subsidiaries are included in the scope of consolidation from the date that control

commences based on the fair value of those identifiable assets and liabilities at the

acquisition date.

(3) Disposal of subsidiaries

115Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

When the Group loses control over a subsidiary any resulting disposal gains or losses are

recognised as investment income for the current period. The remaining equity investment is

re-measured at its fair value at the date when control is lost any resulting gains or losses are

also recognised as investment income for the current period.When the Group loses control of a subsidiary in multiple transactions in which it disposes of

its long-term equity investment in the subsidiary in stages the following are considered to

determine whether the Group should account for the multiple transactions as a bundled

transaction:

- arrangements are entered into at the same time or in contemplation of each other;

- arrangements work together to achieve an overall commercial effect;

- the occurrence of one arrangement is dependent on the occurrence of at least one other

arrangement;

- one arrangement considered on its own is not economically justified but it is economically

justified when considered together with other arrangements.If each of the multiple transactions does not form part of a bundled transaction the

transactions conducted before the loss of control of the subsidiary are accounted for in

accordance with the accounting policy for partial disposal of equity investment in subsidiaries

where control is retained (see Note III.7(4)).If each of the multiple transactions forms part of a bundled transaction which eventually

results in the loss of control in the subsidiary these multiple transactions are accounted for as

a single transaction. In the consolidated financial statements the difference between the

consideration received and the corresponding proportion of the subsidiary’s net assets

(calculated continuously from the acquisition date) in each transaction prior to the loss of

control shall be recognised in other comprehensive income and transferred to profit or loss

when the parent eventually loses control of the subsidiary.

(4) Changes in non-controlling interests

Where the Company acquires a non-controlling interest from a subsidiary’s non-controlling

shareholders or disposes of a portion of an interest in a subsidiary without a change in control

the difference between the proportion interests of the subsidiary’s net assets being acquired

or disposed and the amount of the consideration paid or received is adjusted to the capital

reserve (share premium) in the consolidated balance sheet with any excess adjusted to the

surplus reserves and retained earnings sequentially.

8 Cash and cash equivalents

Cash and cash equivalents comprise cash on hand deposits that can be readily withdraw on

demand and short-term highly liquid investments that are readily convertible into known

amounts of cash and are subject to an insignificant risk of change in value.

9 Foreign currency transactions and translation of foreign currency financial statements

When the Group receives capital in foreign currencies from investors the capital is translated

to Renminbi at the spot exchange rate at the date of the receipt. Other foreign currency

transactions are on initial recognition translated to Renminbi at the spot exchange rates.

116Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Monetary items denominated in foreign currencies are translated to Renminbi at the spot

exchange rate at the balance sheet date. The resulting exchange differences are generally

recognised in profit or loss unless they arise from the re-translation of the principal and

interest of specific borrowings for the acquisition and construction of qualifying assets (see

Note III. 16). Non-monetary items that are measured at historical cost in foreign currencies

are translated to Renminbi using the exchange rate at the transaction date.In translating the financial statements of a foreign operation assets and liabilities of foreign

operation are translated to Renminbi at the spot exchange rate at the balance sheet date.Equity items excluding retained earnings and the translation differences in other

comprehensive income are translated to Renminbi at the spot exchange rates at the

transaction dates. Income and expenses in the income statement are translated to

Renminbi at the spot exchange rates at the transaction dates. The resulting translation

differences are recognised in other comprehensive income. The translation differences

accumulated in other comprehensive income with respect to a foreign operation are

transferred to profit or loss in the period when the foreign operation is disposed.

10 Financial instruments

Financial instruments include cash at bank and on hand investments in debt and equity

securities other than those classified as long-term equity investments (see Note III.12)

receivables payables and borrowings and share capital.

(1) Recognition and initial measurement of financial assets and financial liabilities

A financial asset or financial liability is recognised in the balance sheet when the Group

becomes a party to the contractual provisions of a financial instrument.A financial assets and financial liabilities is measured initially at fair value. For financial

assets and financial liabilities at fair value through profit or loss any related directly

attributable transaction costs are charged to profit or loss; for other categories of financial

assets and financial liabilities any related directly attributable transaction costs are included

in their initial costs. A trade receivable without significant financing component or practical

expedient applied for one year or less contracts is initially measured at the transaction price

in accordance with Note III.25.

(2) Classification and subsequent measurement of financial assets

(a) Classification of financial assets

The classification of financial assets is generally based on the business model in which

a financial asset is managed and its contractual cash flow characteristics. On initial

recognition a financial asset is classified as measured at amortised cost at fair value

through other comprehensive income (“FVOCI”) or at fair value through profit or loss

(“FVTPL”).Financial assets are not reclassified subsequent to their initial recognition unless the

Group changes its business model for managing financial assets in which case all

affected financial assets are reclassified on the first day of the first reporting period

following the change in the business model.

117Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

A financial asset is measured at amortised cost if it meets both of the following

conditions and is not designated as at FVTPL:

- it is held within a business model whose objective is to hold assets to collect

contractual cash flows; and

- its contractual terms give rise on specified dates to cash flows that are solely

payments of principal and interest on the principal amount outstanding.A debt investment is measured at FVOCI if it meets both of the following conditions and

is not designated as at FVTPL:

- it is held within a business model whose objective is achieved by both collecting

contractual cash flows and selling financial assets; and

- its contractual terms give rise on specified dates to cash flows that are solely

payments of principal and interest on the principal amount outstanding.On initial recognition of an equity investment that is not held for trading the Group may

irrevocably elect to present subsequent changes in the investment’s fair value in other

comprehensive income. This election is made on an investment-by-investment basis.The instrument meets the definition of equity from the perspective of the issuer.All financial assets not classified as measured at amortised cost or FVOCI as described

above are measured at FVTPL. On initial recognition the Group may irrevocably

designate a financial asset that otherwise meets the requirements to be measured at

amortised cost or at FVOCI as at FVTPL if doing so eliminates or significantly reduces

an accounting mismatch that would otherwise arise.The business model refers to how the Group manages its financial assets in order to

generate cash flows. That is the Group’s business model determines whether cash

flows will result from collecting contractual cash flows selling financial assets or both.The Group determines the business model for managing the financial assets according

to the facts and based on the specific business objective for managing the financial

assets determined by the Group’s key management personnel.In assessing whether the contractual cash flows are solely payments of principal and

interest the Group considers the contractual terms of the instrument. For the

purposes of this assessment ‘principal’ is defined as the fair value of the financial asset

on initial recognition. ‘Interest’ is defined as consideration for the time value of money

and for the credit risk associated with the principal amount outstanding during a

particular period of time and for other basic lending risks and costs as well as a profit

margin. The Group also assesses whether the financial asset contains a contractual

term that could change the timing or amount of contractual cash flows such that it would

not meet this condition.(b) Subsequent measurement of financial assets

- Financial assets at FVTPL

These financial assets are subsequently measured at fair value. Net gains and

losses including any interest or dividend income are recognised in profit or loss

unless the financial assets are part of a hedging relationship.

118Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

- Financial assets at amortised cost

These assets are subsequently measured at amortised cost using the effective

interest method. A gain or loss on a financial asset that is measured at amortised

cost and is not part of a hedging relationship shall be recognised in profit or loss

when the financial asset is derecognised reclassified through the amortisation

process or in order to recognise impairment gains or losses.- Debt investments at FVOCI

These assets are subsequently measured at fair value. Interest income calculated

using the effective interest method impairment and foreign exchange gains and

losses are recognised in profit or loss. Other net gains and losses are recognised in

other comprehensive income. On derecognition gains and losses accumulated in

other comprehensive income are reclassified to profit or loss.- Equity investments at FVOCI

These assets are subsequently measured at fair value. Dividends are recognised

as income in profit or loss. Other net gains and losses are recognised in other

comprehensive income. On derecognition gains and losses accumulated in other

comprehensive income are reclassified to retained earnings.

(3) Classification and subsequent measurement of financial liabilities

Financial liabilities are classified as measured at FVTPL or amortised cost by the Group.- Financial liabilities at FVTPL

A financial liability is classified as at FVTPL if it is classified as held-for-trading (including

derivative financial liability) or it is designated as such on initial recognition.Financial liabilities at FVTPL are subsequently measured at fair value and net gains and

losses including any interest expense are recognised in profit or loss unless the financial

liabilities are part of a hedging relationship.- Financial liabilities at amortised cost

These financial liabilities are subsequently measured at amortised cost using the effective

interest method.

(4) Offsetting

Financial assets and financial liabilities are generally presented separately in the balance

sheet and are not offset. However a financial asset and a financial liability are offset and

the net amount is presented in the balance sheet when both of the following conditions are

satisfied:

- The Group currently has a legally enforceable right to set off the recognised amounts;

- The Group intends either to settle on a net basis or to realise the financial asset and settle

the financial liability simultaneously.

119Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(5) Derecognition of financial assets and financial liabilities

Financial asset is derecognised when one of the following conditions is met:

- the Group’s contractual rights to the cash flows from the financial asset expire;

- the financial asset has been transferred and the Group transfers substantially all of the

risks and rewards of ownership of the financial asset; or;

- the financial asset has been transferred although the Group neither transfers nor retains

substantially all of the risks and rewards of ownership of the financial asset it does not

retain control over the transferred asset.Where a transfer of a financial asset in its entirety meets the criteria for derecognition the

difference between the two amounts below is recognised in profit or loss:

- the carrying amount of the financial asset transferred measured at the date of

derecognition;

- the sum of the consideration received from the transfer and when the transferred financial

asset is a debt investment at FVOCI any cumulative gain or loss that has been recognised

directly in other comprehensive income for the part derecognised.The Group derecognises a financial liability (or part of it) only when its contractual obligation

(or part of it) is extinguished.

(6) Impairment

The Group recognises loss allowances for expected credit loss (ECL) on:

- financial assets measured at amortised cost;

- financial investments at fair value through other comprehensive income.Financial assets measured at fair value including debt investments or equity securities at

FVPL equity securities designated at FVOCI and derivative financial assets are not subject

to the ECL assessment.Measurement of ECLs

ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as

the present value of all cash shortfalls (i.e. the difference between the cash flows due to the

entity in accordance with the contract and the cash flows that the Group expects to receive).The maximum period considered when estimating ECLs is the maximum contractual period

(including extension options) over which the Group is exposed to credit risk.Lifetime ECLs are the ECLs that result from all possible default events over the expected life

of a financial instrument.

12-month ECLs are the portion of ECLs that result from default events that are possible within

the 12 months after the balance sheet date (or a shorter period if the expected life of the

instrument is less than 12 months).

120Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Loss allowances for bills receivable accounts receivable and receivables under financing

arising from oridinary business activities such as sale of goods and provision of services are

always measured at an amount equal to lifetime ECLs. ECLs on these financial assets are

estimated using a provision matrix based on the Group’s historical credit loss experience

adjusted for factors that are specific to the debtors and an assessment of both the current and

forecast general economic conditions at the balance sheet date.Except for bills receivable accounts receivable receivables under financing the Group

measures loss allowances at an amount equal to 12-month ECLs for the following financial

instruments and at an amount equal to lifetime ECLs for all other financial instruments:

- If the financial instrument is determined to have low credit risk at the balance sheet date;

- If the credit risk on a financial instrument has not increased significantly since initial

recognition.Provisions for bad and doubtful debts arising from receivables

(a) Categories of groups for collective assessment based on credit risk characteristics and

basis for determination

Based on the different credit risk characteristics of acceptors

Bills receivable the Group classifies bills receivable into two groups: bank

acceptance bills and commercial acceptance bills.Historically there is no significant difference in terms of

occurrence of losses among different customer types for the

Group. Therefore the Group makes provisions for bad and

Accounts receivable

doubtful debts arising from accounts receivable on the basis

of all customers being one group without further

segmentation by different customer types.The Group’s receivables under financing are bank

Receivables under acceptance bills held for dual purposes. As the accepting

financing banks have high credit ratings the Group considers all

receivables under financing as a group.The Group’s other receivables mainly include deposits and

guarantees receivableect. Based on the nature of

receivables and the credit risk characteristics of different

Other receivables

counterparties the Group classifies other receivables into 2

groups specifically: the group of deposits and guarantees

receivable and the group of other receivables.

121Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(b) Criteria for individual assessment

Bills receivable accounts receivable receivables under financing and other

receivables are usually assessed collectively as a group based on credit risk

characteristics to make provisions. When a counterparty is significantly different from

other counterparties in the group in terms of credit risk characteristics or if there has

been a significant change in its credit risk characteristics the individual approach is

adopted for receivables due from this counterparty. For example when a counterparty is

in serious financial difficulties and the expected credit loss ratio of receivables due from

this counterparty is significantly higher than the average expected credit loss ratio of the

relevant ageing range it should be individualy assessed for provisioning purposes.Financial instruments that have low credit risk

The credit risk on a financial instrument is considered low if the financial instrument has a low

risk of default the borrower has a strong capacity to meet its contractual cash flow obligations

in the near term and adverse changes in economic and business conditions in the longer term

may but will not necessarily reduce the ability of the borrower to fulfil its contractual cash flow

obligations.Significant increases in credit risk

In assessing whether the credit risk of a financial instrument has increased significantly since

initial recognition the Group compares the risk of default occurring on the financial instrument

assessed at the balance sheet date with that assessed at the date of initial recognition.When determining whether the credit risk of a financial asset has increased significantly since

initial recognition and when estimating ECL the Group considers reasonable and supportable

information that is relevant and available without undue cost or effort including

forward-looking information. In particular the following information is taken into account:

- failure to make payments of principal and interest on their contractual due dates;

- an actual or expected significant deterioration in a financial instrument’s external or internal

credit rating (if available);

- an actual or expected significant deterioration in the operating results of the debtor; and

- existing or forecast changes in the technological market economic or legal environment

that have a significant adverse effect on the debtor’s ability to meet its obligation to the

Group.The Group assumes that the credit risk on a financial asset has increased significantly if it is

more than 30 days past due.

122Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Credit-impaired financial assets

At each balance sheet date the Group assesses whether financial assets carried at

amortised cost and debt investments at FVOCI are credit-impaired. A financial asset is

‘credit-impaired’ when one or more events that have a detrimental impact on the estimated

future cash flows of the financial asset have occurred. Evidence that a financial asset is

credit-impaired includes the following observable data:

- significant financial difficulty of the borrower or issuer;

- a breach of contract such as a default or delinquency in interest or principal payments;

- for economic or contractual reasons relating to the borrower’s financial difficulty the Group

having granted to the borrower a concession that would not otherwise consider;

- it is probable that the borrower will enter bankruptcy or other financial reorganisation; or

- the disappearance of an active market for that financial asset because of financial

difficulties.Presentation of allowance for ECL

ECLs are remeasured at each balance sheet date to reflect changes in the financial

instrument’s credit risk since initial recognition. Any change in the ECL amount is

recognised as an impairment gain or loss in profit or loss. The Group recognises an

impairment gain or loss for all financial instruments with a corresponding adjustment to their

carrying amount through a loss allowance account except for debt investments that are

measured at FVOCI for which the loss allowance is recognised in other comprehensive

income.Write-off

The gross carrying amount of a financial asset is written off (either partially or in full) to the

extent that there is no realistic prospect of recovery. A write-off constitutes a derecognition

event. This is generally the case when the Group determines that the debtor does not have

assets or sources of income that could generate sufficient cash flows to repay the amounts

subject to the write-off. However financial assets that are written off could still be subject to

enforcement activities in order to comply with the Group’s procedures for recovery of amounts

due.Subsequent recoveries of an asset that was previously written off are recognised as a

reversal of impairment in profit or loss in the period in which the recovery occurs.

(7) Equity instrument

The consideration received from the issuance of equity instruments net of transaction costs is

recognised at the actual issue price in shareholders’ equity relevant transaction costs are

deducted from shareholders’ equity (capital reserve) with any excess deducted from surplus

reserve and retained earnings sequentially. Consideration and transaction costs paid by the

Company for repurchasing self-issued equity instruments are deducted from shareholders’

equity.When the Company repurchases its own shares those shares are treated as treasury shares.All expenditure relating to the repurchase is recorded in the cost of the treasury shares with

the transaction recording in the share register. Treasury shares are excluded from profit

distributions and are presented as a deduction under shareholders’ equity in the balance

sheet.

123Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

When treasury shares are cancelled the share capital should be reduced to the extent of the

total par value of the treasury shares cancelled. Where the cost of the treasury shares

cancelled exceeds the total par value the excess is deducted from capital reserve (share

premium) surplus reserve and retained earnings sequentially. If the cost of treasury shares

cancelled is less than the total par value the difference is credited to the capital reserve

(share premium).

11 Inventories

(1) Categories

Inventories include raw materials work in progress and finished goods. Inventories are

initially measured at cost. Cost of inventories comprises all costs of purchase costs of

conversion and other expenditure incurred in bringing the inventories to their present location

and condition. In addition to the purchase cost of raw materials work in progress and

finished goods include direct labour costs and an appropriate allocation of production

overheads based on normal capacity.Agricultural products harvested are reported in accordance with the CAS No.1 - Inventories.

(2) Measurement method of cost of inventories

Cost of inventories is calculated using the weighted average method.

(3) Inventory count system

The Group maintains a perpetual inventory system.

(4) Amortisation method for low-value consumables and packaging materials

Consumables including low-value consumables and packaging materials are charged to profit

or loss upon receipt. The amortisation charge is included in the cost of the related assets or

recognised in profit or loss for the current period.

(5) Criteria and method for provision for obsolete inventories

At the balance sheet date inventories are carried at the lower of cost and net realisable value.Net realisable value is the estimated selling price in the ordinary course of business less the

estimated costs of completion and the estimated costs necessary to make the sale and

relevant taxes. The net realisable value of materials held for use in production is measured

based on the net realisable value of the finished goods in which they will be incorporated. The

net realisable value of inventory held to satisfy sales or service contracts is measured based

on the contract price. If the quantities of inventories held by the Group exceed the quantities

specified in sales contracts the net realisable value of the excess portion of inventories is

based on general selling prices.Any excess of the cost over the net realisable value of each item of inventories is recognised

as a provision for obsolete inventories and is recognised in profit or loss.

124Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

12 Long-term equity investments

(1) Investment cost of long-term equity investments

(a) Long-term equity investments acquired through a business combination

- The initial cost of a long-term equity investment acquired through a business

combination involving entities under common control is the Company’s share of the

carrying amount of the subsidiary’s equity in the consolidated financial statements of

the ultimate controlling party at the combination date. The difference between the

initial investment cost and the carrying amount of the consideration given is adjusted

to the share premium in the capital reserve with any excess adjusted to the surplus

reserves and retained earnings sequentially. For a long-term equity investment in a

subsidiary acquired through a business combination achieved in stages which do not

form a bundled transaction and involving entities under common control the

Company determines the initial cost of the investment in accordance with the above

policies. The difference between this initial cost and the sum of the carrying amount

of previously-held investment and the consideration paid for the shares newly

acquired is adjusted to capital premium in the capital reserve with any excess

adjusted to the surplus reserves and retained earnings sequentially.- For a long-term equity investment obtained through a business combination not

involving enterprises under common control the initial cost comprises the aggregate

of the fair value of assets transferred liabilities incurred or assumed and equity

securities issued by the Company in exchange for control of the acquiree. For a

long-term equity investment obtained through a business combination not involving

entities under common control and achieved through multiple transactions in stages

which do not form a bundled transaction the initial cost comprises the carrying

amount of the previously-held equity investment in the acquiree immediately before

the acquisition date and the additional investment cost at the acquisition date.(b) Long-term equity investments acquired other than through a business combination

- A long-term equity investment acquired other than through a business combination is

initially recognised at the amount of cash paid if the Group acquires the investment

by cash or at the fair value of the equity securities issued if an investment is acquired

by issuing equity securities.

(2) Subsequent measurement of long-term equity investment

(a) Investments in subsidiaries

In the Company’s separate financial statements long-term equity investments in

subsidiaries are accounted for using the cost method unless the investment is classified

as held for sale (See Note III. 31). Except for cash dividends or profit distributions

declared but not yet distributed that have been included in the price or consideration

paid in obtaining the investments the Company recognises its share of the cash

dividends or profit distributions declared by the investee as investment income for the

current period.The investments in subsidiaries are stated in the balance sheet at cost less

accumulated impairment losses.

125Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

For the impairment of the investments in subsidiaries refer to Note III.21.In the Group’s consolidated financial statements subsidiaries are accounted for in

accordance with the policies described in Note III.7.(b) Investment in joint ventures and associates

A joint venture is an arrangement whereby the Group and other parties have joint control

(see Note III.12(3)) and rights to the net assets of the arrangement.Associated enterprises refer to enterprises to which the Group can exercise significant

influence (see Note III.12(3)).A long-term equity investment in a joint venture or an associate is accounted for using

the equity method for subsequent measurement unless the investment is classified as

held for sale (see Note III.31).The accounting treatments under the equity method adopted by the Group are as

follows:

- Where the initial cost of a long-term equity investment exceeds the Group’s interest

in the fair value of the investee’s identifiable net assets at the date of acquisition the

investment is initially recognised at cost. Where the initial investment cost is less

than the Group’s interest in the fair value of the investee’s identifiable net assets at

the date of acquisition the investment is initially recognised at the investor’s share of

the fair value of the investee’s identifiable net assets and the difference is

recognised in profit or loss.- After the acquisition of the investment the Group recognises its share of the

investee’s profit or loss and other comprehensive income as investment income or

losses and other comprehensive income respectively and adjusts the carrying

amount of the investment accordingly. Once the investee declares any cash

dividends or profit distributions the carrying amount of the investment is reduced by

the amount attributable to the Group. Changes in the Group’s share of the

investee’s owners’ equity other than those arising from the investee’s net profit orloss other comprehensive income or profit distribution (referred to as “other changesin owners’ equity”) is recognised directly in the Group’s equity and the carrying

amount of the investment is adjusted accordingly.- In calculating its share of the investee’s net profits or losses other comprehensive

income and other changes in owners’ equity the Group recognises investment

income and other comprehensive income after making appropriate adjustments to

align the accounting policies or accounting periods with those of the Group based on

the fair value of the investee’s identifiable net assets at the date of acquisition.Unrealised profits and losses resulting from transactions between the Group and its

associates or joint ventures are eliminated to the extent of the Group’s interest in the

associates or joint ventures. Unrealised losses resulting from transactions between

the Group and its associates or joint ventures are eliminated in the same way as

unrealised gains but only to the extent that there is no impairment.

126Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

- The Group discontinues recognising its share of further losses of the investee after

the carrying amount of the long-term equity investment and any long-term interest

that in substance forms part of the Group’s net investment in the associate is reduced

to zero except to the extent that the Group has an obligation to assume additional

losses. If the joint venture or the associate subsequently reports net profits the

Group resumes recognising its share of those profits only after its share of the profits

equals the share of losses not recognised.For the impairment of the investments in joint ventures and associates refer to Note

III.21.

(3) Criteria for determining the existence of joint control over an investee

Joint control is the contractually agreed sharing of control of an arrangement which exists

only when decisions about the relevant activities (activities with significant impact on the

returns of the arrangement) require the unanimous consent of the parties sharing control.The following factors are usually considered when assessing whether the Group can exercise

joint control over an investee:

- Whether no single participant party is in a position to control the investee’s related activities

unilaterally;

- Whether strategic decisions relating to the investee’s related activities require the

unanimous consent of all participant parties that sharing of control.Significant influence is the power to participate in the financial and operating policy decisions

of an investee but does not have control or joint control over those policies.

13 Investment properties

Investment properties are properties held either to earn rental income or for capital

appreciation or for both. Investment properties are accounted for using the cost model and

stated in the balance sheet at cost less accumulated depreciation amortisation and

impairment losses and adopts a depreciation or amortisation policy for the investment

property which is consistent with that for buildings or land use rights unless the investment

property is classified as held for sale (see Note III.31). For the impairment of the investment

properties refer to Note III.21.Estimated useful Residual value rate Depreciation rate

Category

life (years) (%) (%)

Plant and buildings 20 - 40 years 0 - 5% 2.4% - 5.0%

127Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

14 Fixed assets

(1) Recognition of fixed assets

Fixed assets represent the tangible assets held by the Group for use in production of goods

supply of services for rental or for administrative purposes with useful lives over one

accounting year.The cost of a purchased fixed asset comprises the purchase price related taxes and any

directly attributable expenditure for bringing the asset to working condition for its intended use.The cost of self-constructed assets is measured in accordance with the policy set out in Note

III.15.Where the parts of an item of fixed assets have different useful lives or provide benefits to the

Group in a different pattern thus necessitating use of different depreciation rates or methods

each part is recognised as a separate fixed asset.Any subsequent costs including the cost of replacing part of an item of fixed assets are

recognised as assets when it is probable that the economic benefits associated with the costs

will flow to the Group and the carrying amount of the replaced part is derecognised. The

costs of the day-to-day maintenance of fixed assets are recognised in profit or loss as

incurred.Fixed assets are stated in the balance sheet at cost less accumulated depreciation and

impairment losses.

(2) Depreciation of fixed assets

The cost of a fixed asset less its estimated residual value and accumulated impairment

losses is depreciated using the straight-line method over its estimated useful life unless the

fixed asset is classified as held for sale (see Note III.31).The estimated useful lives residual value rates and depreciation rates of each class of fixed

assets are as follows:

Estimated useful Residual value rate Depreciation rate

Class

life (years) (%) (%)

Plant and buildings 20 - 40 years 0 - 5% 2.4% - 5.0%

Machinery equipment 5 - 30 years 0 - 5% 3.2% - 20.0%

Motor vehicles 4 - 12 years 0 - 5% 7.9% - 25.0%

Useful lives estimated residual values and depreciation methods are reviewed at least at

each year-end.

(3) For the impairment of the fixed assets refer to Note III.21.

(4) Disposal of fixed assets

The carrying amount of a fixed asset is derecognised:

- when the fixed asset is holding for disposal; or

- when no future economic benefit is expected to be generated from its use or disposal.

128Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Gains or losses arising from the retirement or disposal of an item of fixed asset are

determined as the difference between the net disposal proceeds and the carrying amount of

the item and are recognised in profit or loss on the date of retirement or disposal.

15 Construction in progress

The cost of self-constructed assets includes the cost of materials direct labour capitalised

borrowing costs (see Note III.16) and any other costs directly attributable to bringing the asset

to working condition for its intended use.A self-constructed asset is classified as construction in progress and transferred to fixed asset

when it is ready for its intended use. No depreciation is provided against construction in

progress.Criteria and timing for the transfer to fixed assets:

Category Criteria and timing for the transfer to fixed assets

(1) The main construction projects and ancillary projects have been

substantially completed;

(2) the construction projects have been checked and accepted by

the survey design construction and supervision units after

meeting the pre-determined design requirements;

(3) the construction projects have been checked and accepted by

Plant and buildings external departments such as the fire department the land and

resources department and the planning department;

(4) if a construction project is available for its intended use but its

final account has not yet been finalised the construction project

will be transferred to fixed assets at its estimated value from the

date it is available for its intended use based on the its

estimated value of construction.

(1) The relevant equipment and other supporting facilities have

been installed;

(2) the equipment can operate normally and stably for a period after

Machinery and commissioning;

equipment (3) the production equipment is capable of producing qualified

products stably for a period;

(4) the equipment has been checked and accepted by asset

management personnel and users.Construction in progress is stated in the balance sheet at cost less accumulated impairment

losses (see Note III.21).When an enterprise sells products or by-products produced before a fixed asset is available

for its intended use the proceeds and related cost are accounted for in accordance with CAS

14 – Revenue and CAS 1 – Inventories respectively and recognised in profit or loss for the

current period.

129Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

16 Borrowing costs

Borrowing costs incurred directly attributable to the acquisition and construction or production

of a qualifying asset are capitalised as part of the cost of the asset. Other borrowing costs

are recognised as financial expenses when incurred.During the capitalisation period the amount of interest (including amortisation of any discount

or premium on borrowing) to be capitalised in each accounting period is determined as

follows:

- Where funds are borrowed specifically for the acquisition and construction or production of

a qualifying asset the amount of interest to be capitalised is the interest expense

calculated using effective interest rates during the period less any interest income earned

from depositing the borrowed funds or any investment income on the temporary investment

of those funds before being used on the asset.- To the extent that the Group borrows funds generally and uses them for the acquisition and

construction or production of a qualifying asset the amount of borrowing costs eligible for

capitalisation is determined by applying a capitalisation rate to the weighted average of the

excess amounts of cumulative expenditure on the asset over the above amounts of specific

borrowings. The capitalisation rate is the weighted average of the interest rates

applicable to the general-purpose borrowings.The effective interest rate is determined as the rate that exactly discounts estimated future

cash flow through the expected life of the borrowing or when appropriate a shorter period to

the initially recognised amount of the borrowings.During the capitalisation period exchange differences related to the principal and interest on

a specific-purpose borrowing denominated in foreign currency are capitalised as part of the

cost of the qualifying asset. The exchange differences related to the principal and interest on

foreign currency borrowings other than a specific-purpose borrowing are recognised as a

financial expense when incurred.The capitalisation period is the period from the date of commencement of capitalisation of

borrowing costs to the date of cessation of capitalisation excluding any period over which

capitalisation is suspended. Capitalisation of borrowing costs commences when expenditure

for the asset is being incurred borrowing costs are being incurred and activities of acquisition

construction or production that are necessary to prepare the asset for its intended use are in

progress and ceases when the assets become ready for their intended use. Capitalisation

of borrowing costs should cease when the qualifying asset being constructed or produced has

reached its expected usable or saleable condition. Capitalisation of borrowing costs is

suspended when the acquisition construction or production activities are interrupted

abnormally for a period of more than three months.

17 Biological assets

The Group’s biological assets are bearer biological assets.Bearer biological assets are those that are held for the purposes of producing agricultural

produce rendering of services or rental. Bearer biological assets in the Group are vines.Bearer biological assets are initially measured at cost. The cost of self-grown or self-bred

bearer biological assets represents the necessary directly attributable expenditure incurred

130Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

before satisfying the expected production and operating purpose including capitalised

borrowing costs.Bearer biological assets after reaching the expected production and operating purpose are

depreciated using the straight-line method over its estimated useful life. The estimated

useful lives estimated net residual value rates and depreciation rates of bearer biological

assets are as follows:

Estimated net

Estimated useful Depreciation rate

Category residual value

life (years) (%)

rate(%)

Vines 20 years 0% 5.0%

The Group evaluates the useful life and expected net salvage value by considering the normal

producing life of the bearer biological assets.Useful lives estimated residual values and depreciation methods of bearer biological assets

are reviewed at least at each year-end. Any changes should be treated as changes in

accounting estimates.For a bearer biological asset that has been sold damaged dead or destroyed any difference

between the disposal proceeds and the carrying amount of the asset should be recognised in

profit or loss for the period in which it arises.

18 Intangible assets

Useful life and amortisation methods

Intangible assets are stated in the balance sheet at cost less accumulated amortization

(where the estimated useful life is finite) and impairment losses (see Note III.21). For an

intangible asset with finite useful life its cost estimated less residual value and accumulated

impairment losses is amortised on the straight-line method over its estimated useful life

unless the intangible asset is classified as held for sale.The estimated useful lives basis for determination and amortisation methods of intangible

assets are as follows:

Amortisation Amortisation

Item Basis for determination

period (years) methods

Stright-line

Land use rights 40 - 50 years Terms of land use rights

Method

Shorter of the term of

Stright-line

Software licenses 5 - 10 years software or the estimated

Method

useful life of software

Shorter of the term of

trademark rights or the Stright-line

Trademarks 10 years

estimated useful life of Method

trademark rights

Useful lives and amortisation methods of intangible asset with finite useful life are reviewed at

least at each year-end.

131Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

An intangible asset is regarded as having an indefinite useful life and is not amortised when

there is no foreseeable limit to the period over which the asset is expected to generate

economic benefits for the Group. At the balance sheet date the Group had intangible assets

with infinite useful lives including the land use rights and trademarks. Land use rights with

infinite useful lives are permanent land use rights with permanent ownership held by the

Group under the relevant Chile and Australian laws arising from the Group’s acquisition of

Vi?a Indómita S.A. Vi?a Dos Andes S.A. and Bodegas Santa Alicia SPA. (collectively

referred to as the “Chile Indomita Wine Group”) and the acquisition of Kilikanoon Estate Pty

Ltd. (the “Australia Kilikanoon Estate”) therefore there was no amortisation. The right to use

trademark refers to the trademark held by the Group arising from the acquisition of the Chile

Indomita Wine Group and the Australia Kilikanoon Estate with infinite useful lives. The

valuation of trademark was based on the trends in the market and competitive environment

product cycle and managing long-term development strategy. Those basis indicated the

trademark will provide net cash flows to the Group within an uncertain period. The useful life

is indefinite as it was hard to predict the period that the trademark would bring economic

benefits to the Group.

19 Goodwill

The initial cost of goodwill represents the excess of cost of acquisition over the acquirer’s

interest in the fair value of the identifiable net assets of the acquiree under a business

combination not involving entities under common control.Goodwill is not amortised and is stated in the balance sheet at cost less accumulated

impairment losses (see Note III.21). On disposal of an asset group or a set of asset groups

any attributable goodwill is written off and included in the calculation of the profit or loss on

disposal.

20 Long-term deferred expenses

Expenditures incurred with a beneficial period of over one year are recognised as long-term

deferred expenses.Long-term deferred expenses are amortised using a straight-line method within the benefit

period. The respective amortisation periods for such expenses are as follows:

Item Amortisation period

Land requisition fee 50 years

Greening fee 5 - 20 years

Renovation Fee 3 - 20 years

Others 3 years

132Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

21 Impairment of assets other than inventories and financial assets

The carrying amounts of the following assets are reviewed at each balance sheet date based

on internal and external sources of information to determine whether there is any indication of

impairment:

- fixed assets

- construction in progress

- right-of-use assets

- intangible assets

- bearer biological assets

- investment properties measured using a cost model

- long-term equity investments

- goodwill

- long-term deferred expenses etc.If any indication exists the recoverable amount of the asset is estimated. In addition the

Group estimates the recoverable amounts of goodwill and intangible assets with infinite useful

lives at each year-end irrespective of whether there is any indication of impairment.Goodwill is allocated to each asset group or set of asset groups that is expected to benefit

from the synergies of the combination for the purpose of impairment testing.The recoverable amount of an asset (or asset group set of asset groups) is the higher of its

fair value (see Note III.22) less costs to sell and its present value of expected future cash

flows.An asset group is composed of assets directly related to cash-generation and is the smallest

identifiable group of assets that generates cash inflows that are largely independent of the

cash inflows from other assets or asset groups.The present value of expected future cash flows of an asset is determined by discounting the

future cash flows estimated to be derived from continuing use of the asset and from its

ultimate disposal to their present value using an appropriate pre-tax discount rate.An impairment loss is recognised in profit or loss when the recoverable amount of an asset is

less than its carrying amount. A provision for impairment of the asset is recognised

accordingly. Impairment losses related to an asset group or a set of asset groups are

allocated first to reduce the carrying amount of any goodwill allocated to the asset group or set

of asset groups and then to reduce the carrying amount of the other assets in the asset group

or set of asset groups on a pro rata basis. However such allocation would not reduce the

carrying amount of an asset below the highest of its fair value less costs to sell (if

measurable) its present value of expected future cash flows (if determinable) and zero.Once an impairment loss is recognised it is not reversed in a subsequent period.

133Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

22 Fair value measurement

Unless otherwise specified the Group measures fair value as follows:

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an

orderly transaction between market participants at the measurement date.When measuring fair value the Group takes into account the characteristics of the particular

asset or liability (including the condition and location of the asset and restrictions if any on

the sale or use of the asset) that market participants would consider when pricing the asset or

liability at the measurement date and uses valuation techniques that are appropriate in the

circumstances and for which sufficient data and other information are available to measure

fair value. Valuation techniques mainly include the market approach the income approach

and the cost approach.

23 Provisions

A provision is recognised for an obligation related to a contingency if the Group has a present

obligation that can be estimated reliably and it is probable that an outflow of economic

benefits will be required to settle the obligation.A provision is initially measured at the best estimate of the expenditure required to settle the

related present obligation. Where the effect of the time value of money is material provisions

are determined by discounting the expected future cash flows. Factors pertaining to a

contingency such as the risks uncertainties and time value of money are taken into account

as a whole in reaching the best estimate. Where there is a continuous range of possible

outcomes for the expenditure required and each possible outcome in that range is as likely as

any other the best estimate is the mid-point of that range. In other cases the best estimate is

determined as follows:

- Where the contingency involves a single item the best estimate is the most likely outcome.- Where the contingency involves a large population of items the best estimate is

determined by weighting all possible outcomes by their associated probabilities.The Group reviews the carrying amounts of provisions at the balance sheet date and adjusts

their carrying amounts to the current best estimates.

24 Share-based payments

(1) Classification of share-based payments

Share-based payment transactions in the Group are equity-settled share-based payments..

134Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(2) Accounting treatment of share-based payments

- Equity-settled share-based payments

Where the Group uses shares or other equity instruments as consideration for services

received from employees the payment is measured at the fair value of the equity

instruments granted to employees at the grant date. If the equity instruments granted to

employees vest immediately the fair value of the equity instruments granted is fully

recognised as costs or expenses on the grant date with a corresponding increase in

capital reserve. If the equity instruments granted do not vest until the completion of

services for a period or until the achievement of a specified performance condition the

Group recognises an amount at each balance sheet date during the vesting period based

on the best estimate of the number of equity instruments expected to vest according to

newly obtained subsequent information regarding changes in the number of employees

expected to vest the equity instruments. The Group measures the services received at the

grant-date fair value of the equity instruments and recognises the costs or expenses as the

services are received with a corresponding increase in capital reserve.When the Group receives services but has no obligation to settle the transaction because

the relevant equity instruments are issued by the Company’s ultimate parent or its

subsidiaries outside the Group the Group also classifies the transaction as equity-settled.

25 Revenue recognition

Revenue is the gross inflow of economic benefits arising in the course of the Group’s ordinary

activities when the inflows result in increase in shareholders’ equity other than increase

relating to contributions from shareholders.Revenue is recognised when the Group satisfies the performance obligation in the contract by

transferring the control over relevant goods or services to the customers.Where a contract has two or more performance obligations the Group determines the

stand-alone selling price at contract inception of the distinct good or service underlying each

performance obligation in the contract and allocates the transaction price in proportion to

those stand-alone selling prices. The Group recognises as revenue the amount of the

transaction price that is allocated to each performance obligation. The stand-alone selling

price is the price at which the Group would sell a promised good or service separately to a

customer. If a stand-alone selling price is not directly observable the Group considers all

information that is reasonably available to the entity maximises the use of observable inputs

to estimate the stand-alone selling price.For the contract with a warranty the Group analyses the nature of the warranty provided if the

warranty provides the customer with a distinct service in addition to the assurance that the

product complies with agreed-upon specifications the Group recognises for the promised

warranty as a performance obligation. Otherwise the Group accounts for the warranty in

accordance with the requirements of CAS No.13 – Contingencies.

135Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

The transaction price is the amount of consideration to which the Group expects to be entitled

in exchange for transferring promised goods or services to a customer excluding amounts

collected on behalf of third parties. The Group recognises the transaction price only to the

extent that it is highly probable that a significant reversal in the amount of cumulative revenue

recognised will not occur when the uncertainty associated with the variable consideration is

subsequently resolved. Where the contract contains a significant financing component the

Group recognises the transaction price at an amount that reflects the price that a customer

would have paid for the promised goods or services if the customer had paid cash for those

goods or services when (or as) they transfer to the customer. The difference between the

amount of promised consideration and the cash selling price is amortised using an effective

interest method over the contract term. The Group does not adjust the consideration for any

effects of a significant financing component if it expects at contract inception that the period

between when the Group transfers a promised good or service to a customer and when the

customer pays for that good or service will be one year or less.The Group satisfies a performance obligation over time if one of the following criteria is met; or

otherwise a performance obligation is satisfied at a point in time:

- the customer simultaneously receives and consumes the benefits provided by the Group’s

performance as the Group performs;

- the customer can control the asset created or enhanced during the Group’s performance;

or

- the Group’s performance does not create an asset with an alternative use to it and the

Group has an enforceable right to payment for performance completed to date.For performance obligation satisfied over time the Group recognises revenue over time by

measuring the progress towards complete satisfaction of that performance obligation. When

the outcome of that performance obligation cannot be measured reasonably but the Group

expects to recover the costs incurred in satisfying the performance obligation the Group

recognises revenue only to the extent of the costs incurred until such time that it can

reasonably measure the outcome of the performance obligation.For performance obligation satisfied at a point in time the Group recognises revenue at the

point in time at which the customer obtains control of relevant goods or services. To

determine whether a customer has obtained control of goods or services the Group considers

the following indicators:

- the Group has a present right to payment for the goods or services;

- the Group has transferred physical possession of the goods to the customer;

- the Group has transferred the legal title of the goods or the significant risks and rewards of

ownership of the goods to the customer; and

- the customer has accepted the goods or services.For the sale of a product with a right of return the Group recognises revenue when the Group

obtains control of that product in the amount of consideration to which the Group expects to

be entitled in exchange for the product transferred (i.e. excluding the amount of which

expected to be returned) and recognises a refund liability for the products expected to be

returned. Meanwhile an asset is recognised in the amount of carrying amount of the product

expected to be returned less any expected costs to recover those products (including potential

decreases in the value of returned products) and carry forward to cost in the amount of

carrying amount of the transferred products less the above costs. At the end of each

reporting period the Group updates its assessment of future sales return. If there is any

change it is accounted for as a change in accounting estimate.

136Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

A contract asset is the Group’s right to consideration in exchange for goods or services that it

has transferred to a customer when that right is conditional on something other than the

passage of time. The Group recognises loss allowances for expected credit loss on contract

assets. Accounts receivable is the Group’s right to consideration that is unconditional (only

the passage of time is required). A contract liability is the Group’s obligation to transfer

goods or services to a customer for which the Group has received consideration (or an

amount of consideration is due) from the customer.The following is the description of accounting policies regarding revenue from the Group’s

principal activities:

The Group’s sales revenue is mainly derived from dealer sales. Revenue is recognised

when the Group transfers control of the related products to the customer. Based on the

business contract the Group recognised the sales revenue of these transfers when the

product is confirmed and signed for acceptance by the customers.

26 Contract costs

Contract costs are either the incremental costs of obtaining a contract with a customer or the

costs to fulfil a contract with a customer.Incremental costs of obtaining a contract are those costs that the Group incurs to obtain a

contract with a customer that it would not have incurred if the contract had not been obtained

e.g. an incremental sales commission. The Group recognises as an asset the incremental

costs of obtaining a contract with a customer if it expects to recover those costs. Other costs

of obtaining a contract are expensed when incurred.If the costs to fulfil a contract with a customer are not within the scope of inventories or other

accounting standards the Group recognises an asset from the costs incurred to fulfil a

contract only if those costs meet all of the following criteria:

- the costs relate directly to an existing contract or to a specifically identifiable anticipated

contract including direct labour direct materials allocations of overheads (or similar

costs) costs that are explicitly chargeable to the customer and other costs that are incurred

only because the Group entered into the contract

- the costs generate or enhance resources of the Group that will be used in satisfying (or in

continuing to satisfy) performance obligations in the future; and

- the costs are expected to be recovered.Assets recognised for the incremental costs of obtaining a contract and assets recognised for

the costs to fulfil a contract (the “assets related to contract costs”) are amortised on a

systematic basis that is consistent with the transfer to the customer of the goods or services to

which the assets relate and recognised in profit or loss for the current period. The Group

recognises the incremental costs of obtaining a contract as an expense when incurred if the

amortisation period of the asset that the entity otherwise would have recognised is one year or

less.The Group recognises an impairment loss in profit or loss to the extent that the carrying

amount of an asset related to contract costs exceeds:

- remaining amount of consideration that the Group expects to receive in exchange for the

goods or services to which the asset relates; less

137Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

- the costs that relate directly to providing those goods or services that have not yet been

recognised as expenses.

27 Employee benefits

(1) Short-term employee benefits

Employee wages or salaries bonuses social security contributions such as medical

insurance work injury insurance maternity insurance and housing fund measured at the

amount incurred or accured at the applicable benchmarks and rates are recognised as a

liability as the employee provides services with a corresponding charge to profit or loss or

included in the cost of assets where appropriate.

(2) Post-employment benefits – defined contribution plans

Pursuant to the relevant laws and regulations of the People’s Republic of China the Group

participated in a defined contribution basic pension insurance plan in the social insurance

system established and managed by government organisations. The Group makes

contributions to basic pension insurance plans based on the applicable benchmarks and rates

stipulated by the government. Basic pension insurance contributions payable are recognised

as a liability as the employee provides services with a corresponding charge to profit or loss

or included in the cost of assets where appropriate.

(3) Termination benefits

When the Group terminates the employment with employees before the employment

contracts expire or provides compensation under an offer to encourage employees to accept

voluntary redundancy a provision is recognised with a corresponding expense in profit or loss

at the earlier of the following dates:

- When the Group cannot unilaterally withdraw the offer of termination benefits because of

an employee termination plan or a curtailment proposal;

- When the Group has a formal detailed restructuring plan involving the payment of

termination benefits and has raised a valid expectation in those affected that it will carry out

the restructuring by starting to implement that plan or announcing its main features to those

affected by it.

28 Government grants

Government grants are non-reciprocal transfers of monetary or non-monetary assets from the

government to the Group except for capital contributions from the government in the capacity

as an investor in the Group.A government grant is recognised when there is reasonable assurance that the grant will be

received and that the Group will comply with the conditions attaching to the grant.If a government grant is in the form of a transfer of a monetary asset it is measured at the

amount received or receivable. If a government grant is in the form of a transfer of a

non-monetary asset it is measured at fair value.

138Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Government grants related to assets are grants whose primary condition is that the Group

qualifying for them should purchase construct or otherwise acquire long-term assets.Government grants related to income are grants other than those related to assets. A

government grant related to an asset is recognised as deferred income and amortised over

the useful life of the related asset on a reasonable and systematic manner as other income or

non-operating income. A grant that compensates the Group for expenses or losses to be

incurred in the future is recognised as deferred income and included in other income or

non-operating income in the periods in which the expenses or losses are recognised. Or

included in other income or non-operating income directly.

29 Income tax

Current tax and deferred tax are recognised in profit or loss except to the extent that they

relate to a business combination or items recognised directly in equity (including other

comprehensive income).Current tax is the expected tax payable calculated at the applicable tax rate on taxable income

for the year plus any adjustment to tax payable in respect of previous years.At the balance sheet date current tax assets and liabilities are offset only if the Group has a

legally enforceable right to set them off and also intends either to settle on a net basis or to

realise the asset and settle the liability simultaneously.Deferred tax assets and deferred tax liabilities arise from deductible and taxable temporary

differences respectively being the differences between the carrying amounts of assets and

liabilities for financial reporting purposes and their tax bases which include deductible losses

and tax credits carried forward to subsequent periods. Deferred tax assets are recognised to

the extent that it is probable that future taxable profits will be available against which

deductible temporary differences can be utilised.Deferred tax is not recognised for temporary differences arising from the initial recognition of

assets or liabilities in a single transaction that is not a business combination affects neither

accounting profit nor taxable profit (or deductible loss) and does not give rise to equal taxable

and deductible temporary differences. Deferred tax is also not recognised for taxable

temporary differences arising from the initial recognition of goodwill.At the balance sheet date deferred tax is measured based on the tax consequences that

would follow from the expected manner of recovery or settlement of the carrying amounts of

the assets and liabilities using tax rates enacted at the balance sheet date that are expected

to be applied in the period when the asset is recovered or the liability is settled.The carrying amount of a deferred tax asset is reviewed at each balance sheet date and is

reduced to the extent that it is no longer probable that the related tax benefits will be utilised.Such reductions are reversed to the extent that it becomes probable that sufficient taxable

profits will be available.At the balance sheet date deferred tax assets and deferred tax liabilities are offset if all of the

following conditions are met:

- the taxable entity has a legally enforceable right to offset current tax liabilities and current

tax assets;

- they relate to income taxes levied by the same tax authority on either:

139Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

- the same taxable entity; or

- different taxable entities which intend either to settle the current tax liabilities and current

tax assets on a net basis or to realise the assets and settle the liabilities simultaneously in

each future period in which significant amounts of deferred tax liabilities or deferred tax

assets are expected to be settled or recovered.

30 Leases

A contract is lease if the lessor conveys the right to control the use of an identified asset to

lessee for a period of time in exchange for consideration.At inception of a contract the Group assesses whether a contract is or contains a lease. A

contract is or contains a lease if the contract conveys the right to control the use of an

identified asset for a period of time in exchange for consideration.To assess whether a contract conveys the right to control the use of an identified asset the

Group assesses whether:

- the contract involves the use of an identified asset. An identified asset may be specified

explicitly or implicitly speicied in a contrat and should be physically distinct or capacity

portion or other portion of an asset that is not physically distinct but it represents

substantially all of the capacity of the asset and thereby provides the customer with the

right to obtain substantially all of the ecomonic benefits from the use of the asset. If the

supplier has a substantive substitution right throughout the period of use then the asset is

not identified;

- the lessee has the right to obtain substantially all of the economic benefits from use of the

asset throughout the period of use;

- the lessee has the right to direct the use of the asset.For a contract that contains more separate lease componets the lessee and the lessor

separate lease components and account for each lease component as a lease separately. For

a contract that contains lease and non-lease components the lessee and the lessor separate

lease components from non-lease components. For a contract that contains lease and

non-lease components the lessee allocates the consideration in the contract to each lease

component on the basis of the relative stand-alone price of the lease component and the

aggregate stand-alone price of the non-lease components. The lessor allocates the

consideration in the contract in accordance with the accounting policy in Note III.25.

(1) As a lessee

The Group recognises a right-of-use asset and a lease liability at the lease commencement

date. The right-of-use asset is initially measured at cost which comprises the initial amount of

the lease liability any lease payments made at or before the commencement date (less any

lease incentives received) any initial direct costs incurred and an estimate of costs to

dismantle and remove the underlying asset or to restore the site on which it is located or

restore the underlying asset to the condition required by the terms and conditions of the lease.

140Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

The right-of-use asset is depreciated using the straight-line method. If the lessee is

reasonably certain to exercise a purchase option by the end of the lease term the right-of-use

asset is depreciated over the remaining useful lives of the underlying asset. Otherwise the

right-of-use asset is depreciated from the commencement date to the earlier of the end of the

useful life of the right-of-use asset or the end of the lease term. Impairment losses of

right-of-use assets are accounted for in accordance with the accounting policy described in

Note III.21.The lease liability is initially measured at the present value of the lease payments that are not

paid at the commencement date discounted using the interest rate implicit in the lease or if

that rate cannot be readily determined the Group’s incremental borrowing rate.A constant periodic rate is used to calculate the interest on the lease liability in each period

during the lease term with a corresponding charge to profit or loss or included in the cost of

assets where appropriate. Variable lease payments not included in the measurement of the

lease liability is charged to profit or loss or included in the cost of assets where appropriate as

incurred.Under the following circumstances after the commencement date the Group remeasures

lease liabilities based on the present value of revised lease payments:

- there is a change in the amounts expected to be payable under a residual value guarantee;

- there is a change in future lease payments resulting from a change in an index or a rate

used to determine those payments;

- there is a change in the assessment of whether the Group will exercise a purchase

extension or termination option or there is a change in the exercise of the extension or

termination option.When the lease liability is remeasured a corresponding adjustment is made to the carrying

amount of the right-of-use asset or is recorded in profit or loss if the carrying amount of the

right-of-use asset has been reduced to zero.The Group has elected not to recognise right-of-use assets and lease liabilities for short-term

leases that have a lease term of 12 months or less and leases of low-value assets. The Group

recognises the lease payments associated with these leases in profit or loss or as the cost of

the assets where appropriate using the straight-line method over the lease term.

(2) As a lessor

The Group determines at lease inception whether each lease is a finance lease or an

operating lease. A lease is classified as a finance lease if it transfers substantially all the risks

and rewards incidental to ownership of an underlying asset irrespective of whether the legal

title to the asset is eventually transferred. An operating lease is a lease other than a finance

lease.When the Group is a sub-lessor it assesses the lease classification of a sub-lease with

reference to the right-of-use asset arising from the head lease not with reference to the

underlying asset. If a head lease is a short-term lease to which the Group applies practical

expedient described above then it classifies the sub-lease as an operating lease.

141Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Under a finance lease at the commencement date the Group recognises the finance lease

receivable and derecognises the finance lease asset. The finance lease receivable is initially

measured at an amount equal to the net investment in the lease. The net investment in the

lease is measured at the aggregate of the unguaranteed residual value and the present value

of the lease receivable that are not received at the commencement date discounted using the

interest rate implicit in the lease.The Group recognises finance income over the lease term based on a pattern reflecting a

constant periodic rate of return. The derecognition and impairment of the finance lease

receivable are recognised in accordance with the accounting policy in Note III.10. Variable

lease payments not included in the measurement of net investment in the lease are

recognised as income as they are earned.Lease receipts from operating leases is recognised as income using the straight-line method

over the lease term. The initial direct costs incurred in respect of the operating lease are

initially capitalised and subsequently amortised in profit or loss over the lease term on the

same basis as the lease income. Variable lease payments not included in lease receipts are

recognised as income as they are earned.

31 Assets held for sale

The Group classified a non-current asset or disposal group as held for sale when the carrying

amount of a non-current asset or disposal group will be recovered through a sale transaction

rather than through continuing use.A disposal group refers to a group of assets to be disposed of by sale or otherwise together

as a whole in a single transaction and liabilities directly associated with those assets that will

be transferred in the transaction.A non-current asset or disposal group is classified as held for sale when all the following

criteria are met:

- According to the customary practices of selling such asset or disposal group in

similar transactions the non-current asset or disposal group must be available for

immediate sale in their present condition subject to terms that are usual and customary for

sales of such assets or disposal groups;

- Its sale is highly probable that is the Group has made a resolution on a sale plan

and has obtained a firm purchase commitment. The sale is to be completed within one

year.Non-current assets or disposal groups held for sale are stated at the lower of carrying amount

and fair value (see Note III.22) less costs to sell (except financial assets (see Note III.10)

deferred tax assets (see Note III.29) and investment properties subsequent measured at fair

value (see Note III. 13) initially and subsequently. Any excess of the carrying amount over

the fair value (see Note III.22) less costs to sell is recognised as an impairment loss in profit or

loss.

32 Profit distributions

Dividends or profit distributions proposed in the profit appropriation plan which will be

approved after the balance sheet date are not recognised as a liability at the balance sheet

date but are disclosed in the notes separately.

142Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

33 Related parties

If a party has the power to control jointly control or exercise significant influence over another

party or vice versa or where two or more parties are subject to common control or joint

control from another party they are considered to be related parties. Related parties may be

individuals or enterprises. Enterprises with which the Company is under common control

only from the State and that have no other related party relationships are not regarded as

related parties.In addition to the related parties stated above the Company determines related parties based

on the disclosure requirements of Administrative Procedures on the Information Disclosures of

Listed Companies issued by the CSRC.

34 Segment reporting

The Group is principally engaged in the production and sales of wine brandy and sparkling

wine in China France Spain Chile and Australia. In accordance with the Group’s internal

organisation structure management requirements and internal reporting system the Group’s

operation is divided into five parts: China Spain France Chile and Australia. The

management periodically evaluates segment results in order to allocate resources and

evaluate performances. In 2024 over 82% of revenue more than 93% of profit and over

91% of non-current assets derived from China/are located in China. Therefore the Group

does not need to disclose additional segment report information.

35 Significant accounting estimates and judgements

The preparation of the financial statements requires management to make estimates and

assumptions that affect the application of accounting policies and the reported amounts of

assets liabilities income and expenses. Actual results may differ from these estimates.The management estimates as well as underlying assumptions and uncertainties involved are

reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the

period in which the estimate is revised and in any future periods affected.Significant accounting estimates see Notes V.3 7 11 and 16.

36 Changes in significant accounting policies

In 2024 the Group has adopted the following newly revised accounting standards and

implementation guidance and illustrative examples issued by the MOF:

The “classification of liabilities as current or non-current” in CAS Bulletin No. 17 (Caikuai

[2023] No. 21)(“CAS Bulletin No. 17”).The requirements on the “presentation of assurance-type warranty expenses” in the

Compilation of Application Guidance to Accounting Standards for Business Enterprises for

2024.

(a) Main effects of the Group’s adoption of the above requirements and guidance

(i) Requirements on the classification of liabilities as current or non-current:

143Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

According to CAS Bulletin No. 17 only the Group’s substantive right to defer the settlement ofliabilities for more than one year after the balance sheet date (“the right to defer the settlementof liabilities”) is considered when classifying the liquidity of liabilities; the subjective possibility

of exercising the above right is not considered.For liabilities arising from the Group’s loan arrangements if the Group’s right to defer the

settlement of liabilities is subject to compliance with covenants specified in the loan

arrangements (“covenants”) only the covenants on or before the balance sheet date when

classifying the liquidity of liabilities are considered; the effect of covenants after the balance

sheet date is not considered.If the Group settles its liabilities by delivering its own equity instruments at the option of the

counterparty and classifies the above options as equity instruments and recognises them

separately as the equity component of a compound financial instrument in accordance with

CAS 37 Presentation of Financial Instruments there will be no effect on the classification of

the liquidity of the liabilities. However there will be effects on the classification if the above

options cannot be classified as equity instruments.The adoption of this requirement does not have a significant effect on the financial position

and financial performance of the Group.(ii) Presentation of assurance-type warranty expenses

According to the Compilation of Application Guidance to Accounting Standards for Business

Enterprises for 2024 the Group has presented assurance-type warranty expenses accrued by

the Group as “operating cost from principal activities” and no longer as “selling anddistribution expenses”.The adoption of this requirement does not have a significant effect on the financial position

and financial performance of the Group.IV. Taxation

1 Main types of taxes and corresponding tax rates

Type of tax Taxation basis Tax rate

Output VAT is calculated on

product sales and taxable

13% 9% 6% (China) 20% (France)

Value-added tax services revenue. The

21% (Spain) 19% (Chile) and 10%

(VAT) basis for VAT payable is to

(Australia)

deduct input VAT from the

output VAT for the period

10% of the price 20% of the price and

Consumption tax Based on taxable revenue

RMB1000 each ton (China)

144Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Urban maintenance

and construction Based on VAT paid 7% (China)

tax

Corporate income 25% (China) 25% (France) 28%

Based on taxable profits

tax (Spain) 27% (Chile) 30% (Australia)

Other than tax incentives stated in Note IV. 2 applicable tax rates of the Group in 2024 and

2023 are all stated as above.

2 Tax preferential treatments

Ningxia Changyu Grape Growing Co. Ltd. (“Ningxia Growing”) a subsidiary of the Group

whose principal activity is grape growing is incorporated in Ningxia Huizu Autonomous

Region. According to clause 27 of the Corporate Income Tax Law of the People’s Republic

of China and clause 86 of the Implementation Rules of Enterprise Income Tax Law of the

People’s Republic of China Ningxia Growing enjoys an exemption of corporate income tax.Yantai Changyu Grape Growing Co. Ltd. (“Grape Growing”) a branch of the Company

whose principal activity is grape growing is incorporated in Zhifu District Yantai City

Shandong Province. According to clause 27 of the Corporate Income Tax Law of the

People’s Republic of China and clause 86 of the Implementation Rules of Enterprise Income

Tax Law of the People’s Republic of China Grape Growing enjoys an exemption of corporate

income tax.Yantai Changyu Wine Research & Development Centre Co. Ltd. (“R&D Centre”) a branch of

the Company is an enterprise engaged in grape growing in the Economic and Technological

Development Zone of Yantai City Shandong Province. Pursuant to Article 27 of the

Enterprise Income Tax Law of the People’s Republic of China and Article 86 of the

Implementation Regulations of the Enterprise Income Tax Law of the People’s Republic of

China R&D Centre enjoys the preferential policy of exemption of enterprise income tax on

income from grape growing.Beijing Changyu AFIP Agriculture Development Co. Ltd. (“Agriculture Development”) a

subsidiary of the Group whose principal activity is grape growing is incorporated in Miyun

Beijing. According to clause 27 of the Corporate Income Tax Law of the People’s Republic

of China and clause 86 of the Implementation Rules of Enterprise Income Tax Law of the

People’s Republic of China Agriculture Development enjoys an exemption of corporate

income tax.Xinjiang Chateau Changyu Baron Balboa Co. Ltd. (“Chateau Shihezi”) a subsidiary of the

Company is an enterprise of wine production and sales incorporated in Shihezi city Xinjiang

Weizu Autonomous. In accordance with relevant provisions of the Announcement on

Continuation of CIT Policies for Large-scale Development in the Western Region

(Announcement [2020] No.23 of the Ministry of Finance) the Company is entitled to

preferential tax policies. Therefore during the period from 2021 to 2030 its corporate income

tax shall be levied at a reduced tax rate of 15%.Ningxia Changyu Longyu Chateau Co. Ltd. (“Ningxia Chateau”) a subsidiary of the

Company is an enterprise of wine production and sales incorporated in Yinchuan Ningxia

Hui Autonomous Region. In accordance with the Notice on Continuing the Enterprise Income

Tax Policies for the Large-Scale Development of Western China (Notice of the Ministry of

Finance [2020] No. 23) Ningxia Chateau is qualified to enjoy preferential taxation policies

145Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

which means it can pay corporate income tax at a preferential rate of 15% for the period from

2021 to 2030.

Changyu (Ningxia) Wine Co. Ltd. (“Ningxia Wine”) a subsidiary of the Company is an

enterprise engaged in wine production and sales incorporated in Shihezi City Xinjiang Uygur

Autonomous Region. In accordance with relevant provisions of the Announcement on

Continuation of CIT Policies for Large-scale Development in the Western Region

(Announcement [2020] No.23 of the Ministry of Finance) Changyu (Ningxia) Wine is entitled

to preferential tax policies. Therefore during the period from 2021 to 2030 its corporate

income tax shall be levied at a reduced tax rate of 15%.In accordance with the PRC Enterprise Income Tax Law and its implementing regulations the

Announcement on Further Implementation of Income Tax Incentives for Small Enterprises

with Meagre Profits (Announcement [2022] No. 13 of the Ministry of Finance and the State

Taxation Administration) and the Notice of the Ministry of Finance and the State

Administration of Taxation on Further Support the Inclusive Tax Expenses Policies for Micro

and Small Enterprises for micro and small enterprises Development (Announcement [2023]

No. 12 of the Ministry of Finance and the State Taxation Administration) for micro and small

enterprises meet the application requirements that the amount of taxable income shall be

reduced by 25% and the applicable rate of enterprise income tax shall be 20%. Beijing

Changyu Wine Marketing Co. Ltd. (“Beijing Marketing”) a subsidiary of the Company was

identified as a qualified small enterprise with meagre profits.Pursuant to the Announcement on Clarifying VAT Relief and Other Policies for Small-scale

VAT Taxpayers (Announcement [2023] No.19 of the Ministry of Finance and the State

Taxation Administration) the taxable sales revenue of small-scale VAT taxpayers to which a

levy rate of 3% is applicable shall be subject to VAT at a reduced levy rate of 1%; and the

prepaid VAT items to which a pre-levy rate of 3% is applicable shall be subject to a reduced

pre-levy rate of 1% from the period from 1 January 2024 to 31 December 2027. Xinjiang

Changyu Sales Co. Ltd. Weimeisi Tasting Centre Branch is entitled to the above preferential

tax policies.In accordance with the Notice of the Ministry of Finance and the State Administration of

Taxation on Further Stepping up the Implementation of the Policy for the Refund of Term-End

Excess Input Value-Added Tax Credits (Notice of the Ministry of Finance and State Taxation

Administration [2022] No. 14) the government should further step up the implementation of

the policy for the refund of term-end excess input value-added tax credits and expand the

scope of industries applicable to this policy. The Company and its qualified subsidiaries have

enjoyed this policy.In accordance with the Notice of the Ministry of Finance and the State Administration of

Taxation on the Further Implementation of Reduction and Exemption in Six Taxes and Two

Fees for Small-Scale and Micro Enterprises (Notice of the Ministry of Finance and State

Taxation Administration [2022] No. 10) from 1 January 2022 to 31 December 2024 People’s

Governments of all provinces autonomous regions and municipalities can reduce the

resource tax urban maintenance and construction tax property tax Urban and township land

use tax stamp duty (excluding stamp duty on securities transaction) farmland occupation tax

education surcharges and local education surcharges within a 50% tax range for small-scale

VAT taxpayers small-scale and low-profit enterprises and individually-owned businesses

based on the actual situation in the region. Shandong Xinjiang Ningxia Shaanxi and other

provinces (regions cities) are all subject to a 50% reduction in “six taxes and two fees” and

some subsidiaries of the Company are qualified to enjoy the tax reduction.

146Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

V. Notes to the consolidated financial statements

1 Cash at bank and on hand

Item 2024 2023

Cash on hand 27228 74951

Bank deposits 1797503539 2217280801

Other monetary funds 317363 337895

Total 1797848130 2217693647

Including: Total overseas deposits 33384691 24317469

As at 31 December 2024 details of restricted bank deposits are as follows:

Item 2024 2023

Escrow account for migrant workers' wages 1153216 -

?

As at 31 December 2024 the Group’s term deposits with previous maturity of more than three

months is RMB 78650000 with interest rate 1.70% - 2.25% (31 December 2023:

254200000).

As at 31 December 2024 the Group’s other monetary assets is as follows:

Item 2024 2023

Alipay account balance 158894 192997

Deposits for the customs 134076 134898

Deposit for ICBC platform 24393 10000

Total 317363 337895

As at 31 December 2024 the Group did not have any special interest arrangements such as

the establishment of joint fund management accounts with related parties.

2 Bills receivable

Classification of bills receivable

Item 2024 2023

Bank acceptance bills 1036243 1260000

Total 1036243 1260000

All of the above bills are due within one year.

147Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

3 Accounts receivable

(1) Accounts receivable by customer type are as follows:

Type 31 December 2024 31 December 2023

Amounts due from related parties 1458339 4401307

Amounts due from other customers 276983985 390889475

Sub-total 278442324 395290782

Less: Provision for bad and doubtful debts (7612723) (13158448)

Total 270829601 382132334

As at 31 December 2024 ownership restricted accounts receivable is RMB 35917860 (31

December 2023: RMB73628265) referring to Note V. 52.

(2) The ageing analysis of accounts receivable is as follows:

Ageing 2024 2023

Within 1 year (inclusive) 274048512 387161172

Over 1 year but within 2 years (inclusive) 747104 2367283

Over 2 years but within 3 years (inclusive) 2122990 5396673

Over 3 years 1523718 365654

Sub-total 278442324 395290782

Less: Provision for bad and doubtful debts (7612723) (13158448)

Total 270829601 382132334

The ageing is counted starting from the date when accounts receivable are recognised.

(3) Accounts receivable by provisioning method

At all times the Group measures the impairment loss for accounts receivable at an amount

equal to lifetime ECLs and the ECLs are based on the number of overdue days and the loss

given default. According to the historical experience of the Group there are no significant

differences in the losses of different customer groups. Therefore different customer groups

are not further distinguished when calculating impairment loss based on the overdue

information.

148Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

2024

Carrying amount at Impairment loss at

Loss given default

the end of the year the end of the year

Current 0.1% 245292444 265047

Overdue for 1 to 30 days 1.5% 19549341 293143

Overdue for 31 to 60 days 6.0% 4278753 256562

Overdue for 61 to 90 days 15.4% 432734 66747

Overdue for 91 to 120 days 23.5% 605044 142111

Overdue for 121 to 150 days 30.7% 1337986 410793

Overdue for 151 to 180 days 38.2% 558511 213620

Overdue for 181 to 210 days 46.0% 492202 226407

Overdue for 211 to 240 days 57.1% 56462 32224

Overdue for 241 to 270 days 83.6% 793827 663562

Overdue for 271 to 300 days 92.5% 33343 30830

Overdue for 301 to 330 days 100.0% 898444 898444

Overdue for 331 to 360 days 100.0% 780 780

Overdue for 360 days 100.0% 4112453 4112453

Total 2.7% 278442324 7612723

2023

Carrying amount at Impairment loss at

Loss given default

the end of the year the end of the year

Current 0.2% 365010895 660099

Overdue for 1 to 30 days 2.7% 14276606 384812

Overdue for 31 to 60 days 10.8% 1939270 208908

Overdue for 61 to 90 days 20.8% 443199 92141

Overdue for 91 to 120 days 37.2% 880565 328007

Overdue for 121 to 150 days 55.4% 874822 485022

Overdue for 151 to 180 days 55.4% 499866 277137

Overdue for 181 to 210 days 72.1% 497356 358689

Overdue for 211 to 240 days 77.1% 693596 534607

Overdue for 241 to 270 days 82.9% 980610 812545

Overdue for 271 to 300 days 88.9% 1596409 1418894

Overdue for 301 to 330 days 100.0% 9150 9150

Overdue for 331 to 360 days 100.0% 82541 82541

Overdue for 360 days 100.0% 7505897 7505896

Total 3.3% 395290782 13158448

The loss given default is measured based on the actual credit loss experience in the past 12

months and is adjusted taking into consideration the differences among the economic

conditions during the historical data collection period the current economic conditions and the

economic conditions during the expected lifetime.

(4) Movements of provisions for bad and doubtful debts:

20242023

Balance at the beginning of the year (13158448) (14556106)

Charge for the year (3956483) (7361616)

Recoveries or reversals during the year 9502208 8759274

Balance at the end of the year (7612723) (13158448)

149Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(5) Five largest accounts receivable by debtor at the end of the year:

Ending balance

Percentage of

Relationship with Balance at the of provision for

Name Ageing ending balance

the Group end of the year bad and doubtful

of others (%)

debts

Debtor One Third party 71881360 Within 1 year 25.8% 77670

Debtor Two Third party 16123936 Within 1 year 5.8% 150769

Debtor Three Third party 12590397 Within 1 year 4.5% 117729

Debtor Four Third party 9460951 Within 1 year 3.4% 88466

Debtor Five Third party 7218304 Within 1 year 2.6% 67496

Total 117274948 42.1% 502130

4 Receivables under financing

Item Note 2024 2023

Bills receivable (1) 230960211 408316028

(1) Pledged bills receivable by the Group at the end of the year:

As at 31 December 2024 there was no pledged bills receivable (31 December 2023:

Nil).

(2) Outstanding endorsed or discounted bills that have not matured at the end of the year

Amount

Item derecognised

at year end

Bank acceptance bills 261965866

As at 31 December 2024 bills endorsed by the Group to other parties which are not yet due at

the end of the period is RMB 261965866 (31 December 2022: RMB 394923505 ). The

notes are used for payment to suppliers and constructions. The Group believes that due to

good reputation of bank the risk of notes not accepting by bank on maturity is very low

therefore derecognise the note receivables endorsed. If the bank is unable to pay the notes

on maturity according to the relevant laws and regulations of China the Group would

undertake limited liability for the notes.

5 Prepayments

(1) Prepayments by category:

Item 2024 2023

Prepayments 60631575 61497933

(2) The ageing analysis of prepayments is as follows:

20242023

Ageing Percentage Percentage

Amount Amount

(%)(%)

Within 1 year (inclusive) 59383101 97.9% 61468643 99.9%

Over 1 year but within 2 years

12484742.1%292900.1%

(inclusive)

Total 60631575 100.0% 61497933 100.0%

150Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

The ageing is counted starting from the date when prepayments are recognised.

(3) Five largest prepayments by debtor at the end of the year:

Ending balance

Percentage of

Nature of the Balance at the of provision for

Name Ageing ending balance

receivable end of the year bad and doubtful

of others (%)

debts

Debtor One Prepayments 28736338 Within 1 year 47.4% -

Debtor Two Prepayments 7486368 Within 1 year 12.3% -

Debtor Three Prepayments 5965968 Within 1 year 9.8% -

Debtor Four Prepayments 5876264 Within 1 year 9.7% -

Debtor Five Prepayments 5344237 Within 1 year 8.8% -

Total 53409175 88.0% -?

6 Other receivables

31 December 2024 31 December 2023

Others 264598394 71496276

(1) Others by customer type:

Customer type 31 December 2024 31 December 2023

Amounts due from other companies 268325284 71496276

Sub-total 268325284 71496276

Less: Provision for bad and doubtful debts (3726890) -

Total 264598394 71496276

(2) The ageing analysis is as follows:

Ageing 2024 2023

Within 1 year (inclusive) 227970834 29551266

Over 1 year but within 2 years (inclusive) 583562 39753227

Over 2 years but within 3 years (inclusive) 38599235 160000

Over 3 years 1171653 2031783

Sub-total 268325284 71496276

Less: Provision for bad and doubtful debts (3726890) -

Total 264598394 71496276

The ageing is counted starting from the date when other receivables are recognised.

(3) Movements of provisions for bad and doubtful debts

20242023

Balance at the beginning of the year - -

Charge for the year (3726890) -

Balance at the end of the year (3726890) -

As at 31 December 2024 the Group has no other receivables written off (31 December

2023: Nil).

151Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(4) Others categorised by nature

Nature of other receivables 2024 2023

Compensation receivable for the disposal of

200666088-

a vineyard (Note)

Land purchases and reserves receivable 37268902 37768902

Refund of consumption tax and VAT 15560239 19104008

Deposit 6163682 5429202

Housing maintenance funds 2640911 2670094

Petty cash receivable 28781 154354

Others 5996681 6369716

Sub-total 268325284 71496276

Less: Provision for bad and doubtful debts (3726890) -

Total 264598394 71496276

Note: The Company signed a Compensation Agreement with the People's Government of

Zhuqiao Town Laizhou City and the People's Government of Yidao Town Laizhou City

(both collectively referred to as the “Transferees”) in December 2024. Pursuant to the

Compensation Agreement the Company transferred assets related to the vineyard in

Zhuqiao Town to the Transferees at an estimated valuation of RMB 221284768 as

consideration (compensation). After deducting compensation totalling RMB 19618680

that have been paid to farmers and collectively owned assets the actual compensation

receivable by the Company amounts to RMB 201666088 (tax inclusive). The

transaction resulted in a decrease in the carrying value of the Company's bearer

biological assets and fixed assets of RMB 71792304 and RMB 36629 respectively

and recognition of gains or losses from disposal of assets of RMB 127400859. As of 15

April 2025 the Company has received a total of RMB 101000000 in compensation.

(5) Five largest others-by debtor at the end of the year

Ending balance

Percentage of

Nature of the Balance at the of provision for

Name Ageing ending balance

receivable end of the year bad and doubtful

of others (%)

debts

Compensation

receivable for the

Debtor One 200666088 Within 1 year 74.8% -

disposal of a

vineyard

Land purchases

Debtor Two and reserves 37268902 2-3 years 13.9% 3726890?

receivable

Debtor Three Refund of VAT 14350724 Within 1 year 5.3% ?-

Housing

Debtor Four maintenance 2640911 1-2 years 1.0% ?-

funds

Debtor Five Others 1650000 Within 1 year 0.6% ?-

Total 256576625 95.6% 3726890

152Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

7 Inventories

(1) Inventories by category:

20242023

Provision for Provision for

Item Carrying Carrying

Book value impairment of Book value impairment of

amount amount

inventories inventories

Raw materials 287082056 - 287082056 241961713 - 241961713

Work in progress 1921142415 - 1921142415 1915860327 - 1915860327

Finished goods 714804585 (18958500) 695846085 625076081 (17507534) 607568547

Total 2923029056 (18958500) 2904070556 2782898121 (17507534) 2765390587

(2) Provision for impairment of inventories:

Increase during Decrease during

Item Opening balance the year the year Closing balance

Recognised Reversal

Finished

17507534(18958500)1750753418958500

goods

8 Other current assets

Item 2024 2023

Input tax to be credited 63225758 65228189

Right to recover returned goods 13866802 16876869

Prepaid income taxes 1408482 4438001

Deferred expenses 1882199 1825483

Sub-total 80383241 88368542

Less: Provision for bad and doubtful debts - -

Total 80383241 88368542

9 Long-term equity investments

(1) Long-term equity investments by category:

Item 2024 2023

Investments in joint ventures 32797631 37018893

Investments in associates 2067117 1266727

Sub-total 34864748 38285620

Less: Provision for impairment -? -

Total 34864748 38285620

153Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(2) Movements of long-term equity investments during the year are as follows:

Movements during the year

2024

(Losses)/Profits

Balance at the 2024 Shareholding

Investee from investments

beginning of the New Investment Closing balance percentage

under

year

equity-method l

Joint ventures ? ? ? ?

SAS L&M Holdings (“L&M Holdings”) 37018893 - (4221262) 32797631 55%

Associates ? ? ? ? ?

Shanghai Yufeng Brand Management Co. Ltd. (Note1) 365362 ?- 18358 383720 10%

Yantai Guolong Wine Industry Co. Ltd. (Note1) 901365 ?- (144364) 757001 10%?

Taizhou Changyu Winery Wine Sales Co. Ltd.("Taizhou

-1000000(73604)92639610%Changyu”). (Note2)

Sub-total 1266727 1000000 (199610) 2067117

Total 38285620 1000000 (4420872) 34864748

Note 1: The Group has appointed one director to each of these investees.Note 2: The Group has appointed two directors to this investee.

154Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

10 Investment properties

Plants and

buildings

Cost

31 December 2023 and 31 December 2024 81165619

Accumulated depreciation ?

31 December 2023 (56682788)

Charge for the year (2522380)

31 December 2024 (59205168)

Carrying amount ?

31 December 2024 21960451

31 December 2023 24482831

11 Fixed assets

(1) Fixed assets

Machinery &

Item Plant & buildings Motor vehicles Total

equipment

Cost

31 December 2023 5882104759 2811522051 24268214 8717895024

Additions during the year ? ? ? ? ?

- Purchases 4453135 61995235 2257884 68706254

- Transfers from construction

50578871074995-6132882

in progress

Disposals or written-offs during

(33999075)(24820992)(4414088)(63234155)

the year

31 December 2024 5857616706 2849771289 22112010 8729500005

Accumulated depreciation ? ? ? ?

31 December 2023 (1312265801) (1577413953) (22769318) (2912449072)

Charge for the year (157070918) (141017363) (1418191) (299506472)

Disposals or written-offs during

1861841322052343381996144490717

the year

31 December 2024 (1450718306) (1696378973) (20367548) (3167464827)

Provision for impairment ? ? ? ?

31 December 2023 and 31

-(10363383)-(10363383)

December 2024

Carrying amount ? ? ? ?

31 December 2024 4406898400 1143028933 1744462 5551671795

31 December 2023 4569838958 1223744715 1498896 5795082569

As at 31 December 2024 ownership restricted net value of fixed assets is RMB 32467803

(31 December 2023: 37985117) referring to Note V. 52.

155Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(2) Temporarily idle fixed assets

Accumulated Provision for

Item Cost Carrying amount

depreciation impairment

Machinery equipment 29423698 (19060315) (10363383) -

Total 29423698 (19060315) (10363383) -

(3) Fixed assets leased out under operating leases

Carrying amount at

Item

the end of the year

Plant & buildings 85545955

Machinery equipment 931

Fixed assets pending certificates of ownership

Reason why the

Item Carrying amount

certificates are pending

Dormitories main building and reception

252909228 Processing

building of Changan Chateau

European town main building and service

153027262 Processing

building of AFIP

Fermentation shop and workshop of Zhangyu

5849794 Processing

(Ningxia)

Office experiment building and workshop of

3704745 Processing

Fermentation Centre

Fermentation shop of Zhangyu (Jingyang) 3893174 Processing

Finished goods warehouse and workshop of

1852782 Processing

Kylin Packaging

Others 563097 Processing

The buildings without property certificate above have no significant impact on the Group’s

management.

12 Construction in progress

(1) Construction in progress

20242023

Project Provision for Carrying Provision for Carrying

Book value Book value

impairment amount impairment amount

Upgrade of the production

7202959-?7202959-?-?-?

line of Noble Dragon

Upgrade of main building

1128971-?1128971-?-?-?

of AFIP

Nnigxia Chateau museum

--?-1376147-1376147

construction project

Shihezi Chateau

-?-?-?700000-?700000

Construction Project

Other Companies’

1845442-?18454421247094-1247094

Construction Project

Total 10177372 - 10177372 3323241 - 3323241

156Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(2) Movements of major construction projects in progress during the year

Attributable to: Interest

Percentage of Accumulated

Budget Opening Additions Transfers to Other Closing Interest rate for Sources of

Item actual cost to capitalised

(RMB million) balance during the year fixed assets transfers out balance capitalised for capitalisation funding

budget (%) interest

the year in 2024 (%)

Upgrade of the production line of Noble

9 - 7202959 - - 7202959 85% -? -? -? Self-raised

Dragon

Upgrade of main building of AFIP 3 - 1128971 - - 1128971 37% - -? -? Self-raised

Fermentation workshop and

5 - 5057887 (5057887) - - 100% - -? -? Self-raised

warehouse of Zhangyu (Ningxia)

Shihezi Chateau Construction Project 780 700000 - - (700000) - 100% -? -? -? Self-raised

157Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

13 Bearer biological assets

Bearer biological assets are vines which measured in cost method.Immature Mature biological

Item Total

biological assets assets

Original book value

31 December 2023 32791446 248838320 281629766

Additions during the year ? ? ?

- Increase in cultivated 1999035 347445 2346480

- Transferred to mature (10035518) 10035518 -

Decrease during the year

(8158622)(152105687)(160264309)

(Note)

31 December 2024 16596341 107115596 123711937

Accumulated amortisation ? ? ?

31 December 2023 - (104167783) (104167783)

Charge for the year - (13833533) (13833533)

Decrease during the year

-6077334360773343

(Note)

31 December 2024 - (57227973) (57227973)

Carrying amount ? ? ?

31 December 2024 16596341 49887623 66483964

31 December 2023 32791446 144670537 177461983

Note: A decrease in bearer biological assets during the year is mainly due to the Group's

disposal of the vineyard in Zhuqiao Town and the Mouziguo grape-growing base.

(1) The carrying value of the Group's bearer biological assets decreased by

RMB 71792304 as a result of the disposal of the vineyard in Zhuqiao Town. See Note

V. 6 (4) for details.

(2) The Group signed a Compensation Agreement with Yantai Zhihai

Agricultural Professional Cooperative (“Zhihai Cooperative”) in December 2024

whereby the Group transferred the Mouziguo grape-growing base at a consideration

of RMB 30000000 (tax inclusive) to Zhihai Cooperative. The transaction resulted in a

decrease in the Company’s bearer biological assets and fixed assets of RMB

17159765 and RMB 16651622 respectively and recognition of losses from

disposal of assets of RMB 4183849.As at 31 December 2024 there is no biological asset with ownership restricted (31 December

2023: Nil).

As at 31 December 2024 no provision for impairment of biological asset of the Group was

recognised as there is no any indication exists (31 December 2023: Nil).

158Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

14 Right-of-use assets

As a lessee

Item Plant&buildings Lands Others Total

Cost

Balance at the beginning of

804253841379804091697986220103779

the year

Additions during the year 2184052 - - 2184052

Decreases during the year (53842) (53299318) - (53353160)

Balance at the end of the year 82555594 84681091 1697986 168934671

Accumulated depreciation ? ? ? ?

Balance at the beginning of

(41596011)(55403469)(1358389)(98357869)

the year

Charge for the year (15966192) (4438690) (339597) (20744479)

Decreases during the year - 21928939 - 21928939

Balance at the end of the year (57562203) (37913220) (1697986) (97173409)

Carrying amounts ? ? ? ?

At the end of the year 24993391 46767871 - 71761262

At the beginning of the year 38829373 82576940 339597 121745910

15 Intangible assets

Item Land use rights Software licenses Trademarks Total

Original book value

31 December 2023 444520847 102888216 189715738 737124801

Additions during the year ? ? ? ?

- Purchase - 2286226 1534621 3820847

31 December 2024 444520847 105174442 191250359 740945648

Accumulated amortisation ? ? ? ?

31 December 2023 (108815810) (69678463) (16004752) (194499025)

Additions during the year

- Charge for the year (5867776) (12287382) (585082) (18740240)

31 December 2024 (114683586) (81965845) (16589834) (213239265)

Carrying amount ? ? ? ?

31 December 2024 329837261 23208597 174660525 527706383

31 December 2023 335705037 33209753 173710986 542625776

As at 31 December 2024 the Group has land use right with infinite useful lives of RMB

32503590 (31 December 2023: RMB32863731) representing the freehold land held by

Chile Indomita Wine Group and Australia Kilikanoon Estate under relevant Chile and Australia

laws on which the amortisation is not required.As at 31 December 2024 the Group has trademark with infinite useful lives of RMB

156740196 (31 December 2023: RMB155447037) which is held by Chile Indomita Wine

Group and Australia Kilikanoon Estate. The recoverable amount of the trademark is

determined according to the present value of the expected future cash flows generated from

the asset group to which the single assets of trademark right belongs. The management

prepares the cash flow projection for future 5 years (the “projecting period”) based on the

latest financial budget assumption and estimates the cash flows after the future 5 years (the

“subsequent period”). The pretax discount rates used in the cash flow projections are 12.5%

and 13.6%( 2023:13.3%-13.9%). The estimated long-term average growth rate of cash flows

after 5 years is 0.0% - 2.0% (2023: 0.0% - 2.5%) which represents the long-term average

growth rate for the industry or the region in which the company operates.

159Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

According to the result of impairment assessment by the end of 31 December 2024 the

management believes there is no impairment loss on those trademarks with infinite useful

lives of the Group (31 December 2023: Nil).As at 31 December 2024 there is no ownership restricted net value of intangible assets. (31

December 2023: Nil ).

16 Goodwill

(1) Changes in goodwill

Name of investee or events from 31 December Additions during Disposals during 31 December

Note

which goodwill arose 2023 the year the year 2024

Original book value

Etablissements Roullet Fransac

(a) 13112525 -? -? 13112525

(“Roullet Fransac”)

Dicot Partners S.L (“Dicot”) (a) 92391901 -? -? 92391901

Chile Indomita Wine Group (a) 6870115 -? -? 6870115

Australia Kilikanoon Estate (a) 37063130 -? -? 37063130

Sub-total 149437671 - - 149437671

Impairment provision ? ? ? ?

Australia Kilikanoon Estate (37063130) -? -? (37063130)

Dicot Partners S.L (“Dicot”) (5210925) (6014534)? -? (11225459)

Sub-total (42274055) (6014534)? - (48288589)

Carrying amount 107163616 (6014534)? - 101149082

(a) The Group acquired Fransac Sales Dicot and Mirefleurs Chile Indomita Wine Group

and Australia Kilikanoon Estate in December 2013 September 2015 July 2017 and

January 2018 respectively resulting in respective goodwill amounting to

RMB13112525 RMB92391901 RMB 6870115 and RMB37063130. The

goodwill had been allocated to corresponding asset groups for impairment testing.

(2) Provision for impairment of goodwill

The Group has allocated the above goodwill to relevant asset groups for impairment testing.As at 31 December 2024 Australia Kilikanoon Estate has made full provision for impairment

of goodwill and Atrio has made provision for impairment amounted to RMB 11225459 for the

current period.The recoverable amount of the asset group is determined according to the present value of

the expected future cash flows. The management prepares the cash flow projection for

future 5 years (the “projecting period”) based on the latest financial budget assumption and

estimates the cash flows after the future 5 years (the “subsequent period”). The pretax

discount rate used in calculating the recoverable amounts of Roullet Fransac Dicot and

Mirefleurs Indomita Wine are 11.8% 11.7% and 12.5% respectively (2023: 10.7% 9.1%

and 13.3%). The key assumption is the growth rate of annual revenue of relevant

subsidiaries which is computed based on the expected growth rate of each subsidiary and

long-term average growth rates of relevant industries. The annual revenue growth rate for

Roullet Fransac Dicot and Mirefleurs Indomita Wine during the projecting period is 4.9%

-18.5% and the revenue growth rate during the subsequent period is 0.0% - 2.5%. Other

relevant key assumption is budget gross profit margin which is determined based on the

historical performance of each subsidiary and its expectations for market development. The

average gross profit margin for the projecting period of Roullet Fransac Dicot and Mirefleurs

Indomita Wine is 40.9% - 44.8% and the average gross profit margin during the subsequent

period is 40.9% - 45.6%.

160Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

17 Long-term deferred expenses

Additions Amortisation

Item 31 December 2023 31 December 2024

during the year for the year

Land requisition fee 43264838 - (1778943) 41485895

Greening fee 110315085 - (8579904) 101735181

Leasehold improvement 146637493 12776010 (10092888) 149320615

Others 6444691 1014007 (1206687) 6252011

Total 306662107 13790017 (21658422) 298793702

18 Deferred tax assets and deferred tax liabilities

(1) Deferred tax assets and liabilities

31 December 2024 31 December 2023

Item Deductible or taxable Deferred tax assets/ Deductible or taxable Deferred tax assets/

temporary differences (liabilities) temporary differences (liabilities)

Deferred tax assets:

Provision for impairment of

40661496104377754102936510563366

assets

Unrealised profits of

417770236104442560403653124100913281

intra-group transactions

Unpaid bonus 123258072 30814518 138873637 34718409

Termination benefits 6739412 1684853 8475845 2118961

Deductible tax losses 280061166 68206780 261937563 61634797

Deferred income 25938817 5540954 32582734 7021304

Effects of Restricted Share

-?? -?? 17614180 4370992 Incentive Plan

Effect of the lease standard 3462626 865659 708367 177094

Sub-total 897891825 221993099 904874815 221518204

Deferred tax liabilities: ? ? ? ?

Revaluation due to business

combinations involving

244477907076871266595307718480

entities not under common

control

Effect of the lease standard 1069168 267294 3995628 1001249

Sub-total 25516958 7344165 30655158 8719729

(2) Details of unrecognised deferred tax assets

Item 2024 2023

Deductible tax losses 478477359 420651124

(3) Expiration of deductible tax losses for unrecognised deferred tax assets

Year 2024 2023

2024-?36171778

20257052851070528510

20266027485668479171

2027123557586128025572

2028117444729117446093

2029106671678-?

Total 478477359 420651124

161Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

19 Other non-current assets

Item 2024 2023

Prepaid for Construction fee 3554409 1760000

20 Short-term loans

Item 2024 2023

Unsecured loans 63222270 178605850

Mortgaged loans 126552126 163103275

Guaranteed loans 26365950 23272320

Total 216140346 364981445

As at 31 December 2024 details of short-term borrowings were as follows:

Interest rate at the

Amount Nature of Interest rate

Amount end of the year

interest rate

RMB % %

Mortgaged loans (USD) 12375000 90634266 Fixed 5.53% ~ 5.94% 5.53% ~ 5.94%

Credit loans (RMB) 50000000 50000000 Floating 1 YEAR LPR-0.95% 2.27%

Mortgaged loans (EUR) 4772694 35917860 Floating 3.41% ~4.65% 3.41% ~4.65%

Secured loan (AUD) 5850000 26365950 Floating BBSW+1.5% 5.9%

Credit loans (USD) 1000000 7323981 Fixed 5.61% 5.61%

Credit loans (EUR) 783753 5898289 Floating 3.41% ~4.65% 3.41% ~4.65%

Total ? 216140346 ? ? ?

As at 31 December 2024 mortgaged loans (EUR) were Hacienda y Vi?edos Marques delAtrio S.L.U (“ Atrio “) factoring of accounts receivable from banks including BancoANTANDER、BBVA、CAIXABANK of EUR 4772694 (equivalent of RMB 35917860) (31

December 2023: EUR 9368417 (equivalent of RMB 73628264).On 31 December 2024 Chile Indomita Wine Group pledged its fixed assets to Banco

Scotiabank and Banco de Chile to borrow USD 12375000 (equivalent to RMB

90634266) (31 December 2023: USD 12625000 (equivalent to RMB 89475011 ).

On 31 December 2024 the secured loan represented the secured loan of Australia

Kilikanoon Estate of AUD5850000 (equivalent to RMB 26365950) (31 December 2023:

AUD 4800000 equivalent to RMB 23272320).

21 Accounts payable

(1) Details of accounts payable are as follows:

Ageing 2024 2023

Within 1 year (inclusive) 413307306 459106370

Over 1 year but within 2 years (inclusive) 2486147 10654983

Over 2 years but within 3 years (inclusive) 372036 990316

Over 3 years 1344950 2600856

Total 417510439 473352525

(2) There is no significant accounts payable with ageing of more than one year.

162Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

22 Contract liabilities

As at As at

Item

31 December 2024 31 December 2023

Receipt in advance 127855694 174757233

Withholding sales rebates 234659 521616

Total 128090353 175278849

Contract liabilities primarily relate to the Group’s advances from sales contracts of specific

customers and the withholding sales rebates. Relevant contract liabilities are recognised as

revenue when the control of the goods is transferred to the customer.

23 Employee benefits payable

(1) Employee benefits payable:

Additions during Decrease during

Note 31 December 2023 31 December 2024

the year the year

Short-term employee

(2)176534963433947987(450840565)159642385

benefits

Post-employment

benefits - defined (3) 320484 42565593 (42562957) 323120

contribution plans

Termination benefits 8475845 2040462 (3776895) 6739412

Total 185331292 478554042 (497180417) 166704917

(2) Short-term employee benefits

Additions during Decrease during

31 December 2023 31 December 2024

the year the year

Salaries bonuses

173350251383410051(400269302)156491000

allowances

Staff welfare 1247367 14763504 (14740774) 1270097

Social insurance 295016 19202639 (19195603) 302052

Medical insurance 295016 17600108 (17593104) 302020

Work-related injury

-1387614(1387582)32

insurance

Maternity insurance - 214917 (214917) -

Housing fund 38582 12564213 (12564214) 38581

Labour union fee staff and

16037474007580(4070672)1540655

workers’ education fee

Total 176534963 433947987 (450840565) 159642385

(3) Post-employment benefits - defined contribution plans

Additions during Decrease during

31 December 2023 31 December 2024

the year the year

Basic pension insurance 319251 41355245 (41352689) 321807

Unemployment insurance 1233 1210348 (1210268) 1313

Total 320484 42565593 (42562957) 323120

163Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

24 Taxes payable

Item 2024 2023

Value-added tax 39051407 65545854

Consumption tax 40806933 50879210

Corporate income tax 88479855 134574175

Individual income tax 828712 1414309

Tax on the use of urban land 2301066 1730986

Education surcharges 3857746 5072436

Urban maintenance and construction tax 5372605 6787018

Others 8448730 8719443

Total 189147054 274723431

25 Other payables

Note 31 December 2024 31 December 2023

Others (1) 398149521 555634336

Total 398149521 555634336

(1) Others

(a) Details of others by nature are as follows:

Item 2024 2023

Deposit payable to dealer 170639777 194060993

Advertising fee payable 44729221 104815517

Payables for repurchase of treasury shares 70704426 103411919

Trademarks 18630742 27515798

Freight charges payable 21041131 22301368

Deposits due to suppliers 16515150 18284971

Equipment and construction fee payable 13160841 14832439

Payables for equities - 14623377

Contracting fee payable 3179094 3360355

Staff deposit 735016 462672

Others 38814123 51964927

Total 398149521 555634336

(b) There are no significant others aged over one year accured this year.

26 Other current liabilities

Item 2024 2023

Refund liabilities arising from rights of return 16425141 24869246

Tax to be transferred out as sales 24339101 20089051

Total 40764242 44958297

164Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

27 Non-current liabilities due within one year

Non-current liabilities due within one year by category are as follows:

Item 2024 2023

Long-term loans due within one year 61161578 58510868

Lease liabilities due within one year 18788191 20013125

Total 79949769 78523993

28 Long-term loans

Long-term loans by category

Item Note 2024 2023

Credit loans 111798781 125127311

Less: Long-term loans due

V.27 61161578 58510868

within one year

Total 50637203 66616443

As at 31 December 2024 details of long-term borrowings were as follows:

Interest rate Long-term Long-term

Nature of

Amount Interest rate at the end of loans due loans due

Amount interest

the year within one after one

rate

year year

RMB % %

2.80%-2.80%-

Credit loans (EUR) 842761 6342368 Fixed 2394178 3948190

4.65%4.65%

3.41%-3.41%-

Credit loans (EUR) 14012838 105456413 Floating 58767400 46689013

7.59%7.59%

Total 111798781 61161578 50637203

As at 31 December 2024 Credit loans (EUR) were EUR 14855599 borrowed by Banco

Santander BBVA Caja Rural de Navarr Caixa Bank etc. (equivalent of RMB 111798781

(31 December 2023: EUR15921126 equivalent of RMB 125127311).

29 Lease liabilities

Item Note 2024 2023

Long-term lease liabilities ? 46331020 105051460

Less: Lease liabilities due within one

V.27 18788191 20013125

year

Total ? 27542829 85038335

The specific arrangement of leases activities of the Group refers to Note 53.

165Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

30 Deferred income

Additions during Decrease during

Item 31 December 2023 31 December 2024

the year the year

Government grants 32582734 3174000 (9817917) 25938817

Government grants:

Amounts

Additions of

recognised in other Related to

Liability 31 December 2023 government grants 31 December 2024

income during assets/income

during the year

the year

Government

Industrial development support

12300000 - (4100000) 8200000 grants related

project

to assets

Government

Retaining wall subsidies 8835333 - (988000) 7847333 grants related

to assets

Xinjiang industrial revitalisation Government

and technological 8532000 - (1422000) 7110000 grants related

transformation project to assets

Government

Wine fermentation capacity

1200000 - (1200000) - grants related

construction project

to assets

Government

Special fund for efficient

829000 - (162000) 667000 grants related

water-saving irrigation project

to assets

Subsidy for economic and Government

energy-saving technological 384900 - (128300) 256600 grants related

transformation projects to assets

Government

Subsidies for construction of

245784 - (50600) 195184 grants related

scenic spots

to assets

Subsidy for mechanic Government

development of Penglai 55717 - (55717) - grants related

Daliuhang Base to assets

Government

Improvement of service facilities

-? 264000 -? 264000 grants related

in scenic spots

to assetsThe “Ten-Hundred-ThousandProgram” leisure agriculture Related to

200000150000(350000)-

subsidies from Jugezhuang income

government

Technology research and

industrial subsidies for utilizing Related to

-?2760000(1361300)1398700

China-produced oak for income

winemaking

Total 32582734 3174000 (9817917) 25938817

166Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

31 Share capital

Changes during the year

Balance at the

Cancellation of Balance at the

beginning of the Release of lock-up

year repurchased

end of the year

shares

shares

Unrestricted

RMB ordinary 453460800 1720495 -? 455181295

shares

Restricted RMB

ordinary 6785559 (1720495) (425666) 4639398

shares (Note1)

Foreign shares

listed

232003200-?(19999993)212003207

domestically

(Note2)

Total shares 692249559 - (20425659) 671823900

Note1: The Proposal on the Company’s 2023 Restricted Share Incentive Plan (Draft) and

Relevant Summary and the Proposal on the Request for the Authorisation to the Board

of Directors by the General Meetings of Shareholders to Handle Matters related to the

Company’s 2023 Restricted Share Incentive Plan were passed by resolutions in the

Group’s 2022 General Meetings of Shareholders held on 26 May 2023. In addition the

Proposal on the Adjustments to Matters related to 2023 Restricted Share Incentive

Plan and the Proposal on the Granting of Restricted Shares to Incentive Objects under

the 2023 Restricted Share Incentive Plan were reviewed and passed in the 2023 first

extraordinary Board meeting held on 26 June 2023 (hereinafter referred to as the

“Restricted Share Incentive Plan” see Note XIII for details). The Group determined to

grant 6850000 restricted shares to 204 incentive objects at a grant price of

RMB15.24 per share on 26 June 2023 (the grant date). A total of 203 incentive objects

of the Group actually subscribed for 6785559 restricted shares at a grant price of

RMB15.24 per share. The transaction increased the Company’s registered capital by

RMB6785559 increased the capital reserve by RMB96626360 and recognised the

repurchase obligation on restricted shares of RMB103411919.The Group convened the Second Meeting of the Remuneration Committee of the

Board of Directors for 2024 the Fourth Extraordinary Board Meeting for 2024 and the

Second Extraordinary Supervisory Committee Meeting for 2024 on 22 July 2024 at

which the Proposal on Satisfaction of the Release of Lock-up Shares Granted under

the Company’s 2023 Restricted Share Incentive Plan in the First Unlocking Period and

the Proposal on the Repurchase and Cancellation of Certain Restricted Shares

Granted under the Company’s 2023 Restricted Share Incentive Plan and Adjustment

of Repurchase Price were reviewed and approved. The Proposal on the Repurchase

and Cancellation of Certain Restricted Shares Granted under the Company’s 2023

Restricted Share Incentive Plan and Adjustment of Repurchase Price was reviewed

and approved according to the resolution of the Third Extraordinary General Meeting

on 8 August 2024. 172 incentive participants held the first tranche of restricted shares

eligible for unlocking in 2024 and the total number of restricted shares unlocked was

1720495. These unlocked shares were listed and traded on 6 August 2024. Some

incentive participants no longer met the conditions of the Company’s 2023 Restricted

Share Incentive Plan as they have left the Company due to individual reasons or got

job transfer and 157790 restricted shares that have been granted to them but not yet

167Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

unlocked were repurchased and cancelled. 267876 restricted shares that cannot be

unlocked during the first unlocking period due to personal performance appraisal

results were repurchased and cancelled. The number of restricted shares that have

been repurchased and cancelled were 425666 in total. The transaction resulted in a

decrease of RMB425666 in the Group’s share capital a decrease of RMB6061484

in capital reserve.Note2: The Group convened the First Extraordinary Board Meeting for 2024 on 22 February

2024 and the First Extraordinary General Meeting for 2024 on 11 March 2024 to

review and approve the Proposal on Repurchasing Certain Domestically Listed

Foreign Shares (B Shares) of the Company. As of 17 July 2024 the Group

repurchased a total of 19999993 B shares by way of call auction through the special

account for repurchase totalling RMB178084318. The Group completed the

cancellation of the repurchased shares with the Shenzhen Branch of China Securities

Depository and Clearing Co. Ltd. on 8 November 2024. The transaction resulted in a

decrease of RMB 19999993 in the Group's share capital and a decrease of RMB

158084325 in capital reserve.

32 Capital reserve

Additions Decrease

31 December 31 December

Items Note during during the

20232024

the year year

Share premium (1) 615678532 - (164145809) 451532723

Others (2) 35408175 ?- (4797351) 30610824

Total ? 651086707 - (168943160) 482143547

(1) During the reporting period the Group repurchased and cancelled 19999993 B shares

of the Company resulting in a decrease of RMB 158084325 in share premium. Refer

to Note V. 31 for details.During the reporting period the Group repurchased and cancelled 425666 restricted

shares resulting in a decrease of RMB 6061484 in share premium. See Note V. 31 for

details.

(2) During the reporting period based on the best estimate of the number of equity

instruments granted under the Group’s Restricted Share Incentive Plan capital reserve

decreased by RMB 4016468 due to confirmation of amortization expenses refer to

NoteXIII.1.During the reporting period the difference between the long-term equity investments

obtained by the Group due to the purchase of minority equity and the share of net

assets of the subsidiary calculated continuously since the purchase date according to

the newly increased shareholding ratio reduced the capital reserve by RMB 780883

refer to NoteVIII.2..

168Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

33 Treasury shares

Balance at the

Additions during Decrease during Balance at the

Item beginning of the

the year the year end of the year

year

Treasury shares 103411919 178084318 (210791811) 70704426

Total 103411919 178084318 (210791811) 70704426

During the reporting period the Group's treasury shares decreased by RMB 26220343 due

to the unlocking of shares granted under the Group’s Restricted Share Incentive Plan. The

Group's treasury shares also decreased by RMB 6487150 as some incentive participants

have left the Company due to individual reasons or got job transfer and no longer met the

conditions of the Company's 2023 Restricted Share Incentive Plan.The Group repurchased and cancelled 19999993 B shares resulting in an increase and

decrease in treasury shares of RMB 178084318 respectively during the period. Please refer

to note V.31.

34 Other comprehensive income

Balance at the Accrued during the year Balance at the

beginning of Less: Net-of-tax end of the

Net-of-tax

the year Previously amount year

Less: amount

Item attributable to Before-tax recognised attributable to attributable to

Income tax attributable to

shareholders amount amount shareholders shareholders

expenses non-controllin

of the transferred to of the of the

g interests

Company profit or loss Company Company

Items that may be

reclassified to profit

or loss

Translation

differences

arising from

translation of (14784677) (27197923) - - (24930295) (2267628) (39714972)

foreign currency

financial

statements

35 Surplus reserve

Item 31 December 2024 31 December 2023

Statutory surplus reserve 342732000 342732000

In accordance with the Company Law and the Articles of Association Company the Company

appropriated 10% of its net profit to statutory surplus reserve. The appropriation to the

statutory surplus reserve may be ceased when the accumulated appropriation reaches over

50% of the registered capital of the Company. The Company does not appropriate net profit

to the surplus reserve in 2024 as surplus reserve of the Company is above 50% of the

registered capital.The Company can appropriate discretionary surplus reserve after appropriation of the

statutory surplus reserve. Discretionary surplus reserve can be utilised to offset the deficit or

increase the share capital after approval.

169Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

36 Retained earnings

Item Note 2024 2023

Retained earnings at the beginning of the

92736293189049649211

year

Add: Net profits for the year attributable to

305210999532438907

shareholders of the Company

Less: Dividends to ordinary shares (1) (345911947) (308458800)

Retained earnings at the end of the year (2) 9232928370 9273629318

(1) Dividends in respect of ordinary shares declared during the year

As approved by the general meeting of shareholders on May 17 2024 the Company

distributed cash dividends of RMB 0.5 per share (2023: RMB 0.45 per share) to common

shareholders on June 17 2024 and June 19 2024 totaling RMB346124780 (2023:

RMB308458800).During the reporting period the Group repurchased and cancelled 425666 restricted shares

granted under the Group’s Restricted Share Incentive Plan and recovered cash dividends of

RMB 212833.

(2) Retained earnings at the end of the year

As at 31 December 2024 the consolidated retained earnings attributable to the Company

included an appropriation of RMB 64459076 (2023: RMB 55900659 ) to surplus reserve

made by the subsidiaries.

37 Operating income and operating costs

20242023

Item

Income Cost Income Cost

Principal activities 3196761585 1360000070 4309556631 1754792956

Other operating activities 80516762 32602329 75207704 32190701

Total 3277278347 1392602399 4384764335 1786983657

Including: Revenue from

contracts with 3271223512 1387836538 4380255840 1783149498

customers

Rent income 6054835 4765861 4508495 3834159

(1) Disaggregation of revenue from contracts with customers:

Type of contract 2024 2023

By type of goods or services

- Liquor 3196761585 4309556631

- Others 74461927 70699209

By timing of transferring goods or services ?

- Revenue recognised at a point in time 3271223512 4380255840

170Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(2) Geographical regions of operating income and operating costs:

20242023

Type of contract

Income Cost Income Cost

By geographical regions

- China 2685914511 1031980984 3761534793 1378286484

- Other countries and regions 591363836 360621415 623229542 408697173

Total 3277278347 1392602399 4384764335 1786983657

38 Taxes and surcharges

Item 2024 2023

Consumption tax 185547704 239887676

Urban maintenance and construction tax 23268173 35197172

Education surcharges 16775249 23177137

Property tax 33918780 34003219

Tax on the use of urban land 9869535 10331175

Stamp duty 4022461 5289257

Others 360727 1849935

Total 273762629 349735571

39 Selling and distribution expenses

Item 2024 2023

Marketing fee 322040390 490535793

Salaries and benefits 294724158 313083923

Labour service fee 86440275 93243814

Advertising fee 63037709 75527637

Depreciation expense 51846831 48882915

Design and production fee 19561846 32182656

Travelling expenses 29989425 29318913

Trademarks expenses 17770743 27515798

Storage rental 25233942 27290488

Conference fee 16578022 19309557

Water electricity and gas fee 12987461 16830073

Others 72769618 66061209

Total 1012980420 1239782776

171Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

40 General and administrative expenses

Item 2024 2023

Salaries and benefits 96337276 87857355

Depreciation expenses 99816234 89486538

Repair costs 12001516 11978855

Administrative expenses 19512898 19929523

Amortisation of greening fee 17550658 17409398

Amortisation expenses 15903477 16202523

Safety production costs 9793378 10743063

Security and cleaning fee 8593907 8326301

Contracting fee 3913648 4337738

Others 30488889 37719564

Total 313911881 303990858

41 Financial expenses

Item 2024 2023

Interest expenses from loans and payables 30125387 31297810

Interest expenses from lease liabilities 4136343 4502287

Interest income from deposits (34643667) (30571465)

Exchange losses 10911603 5002117

Other financial expenses 2306407 852710

Total 12836073 11083459

172Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

42 Other income

Related to

Item 2024 2023

assets/income

Government grants

Industrial development support project 4100000 4100000

related to assets

Xinjiang Industrial Revitalization and Government grants

14220001422000

Technological Transformation Project related to assets

Wine production capacity construction Government grants

1200000400000

project related to assets

Government grants

Subsidies for retaining wall 988000 638000

related to assets

Special funds for the maintenance of Government grants

-2079711

wine cellars related to assets

Engineering technology transformation Government grants

-580000

of information system project related to asse

Others - Government grants related to Government grants

396617329207

assets related to assets

Special funds for the development of

16700000 9237716 Related to income

enterprises

Tax rebates 13297771 19533196 Related to income

Regional sales incentive fund 2800000 - Related to income

Talent development funds from Shihezi

2200000 1500000 Related to income

government

Wine Industry Development Project 1224301 2684281 Related to income

Funds for the integration development

536000 1000000 Related to income

project of agricultural industry

Others - Government grants related to

7749221 8019688 Related to income

income

Total 52613910 51523799

Other income during reporting period has been included in non-recurring gains and losses.

173Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

43 Investment (losses) /income

Investment (losses) /income by items

Item 2024 2023

Long-term equity investment losses under

(4420872)(712480)

equity method

Investment profit/(loss) arising from disposal

of subsidiaries and long-term equity - 24559930

investments

Total (4420872) 23847450

44 Credit reversal

Item 2024 2023

Accounts receivable 5545725 1397658

Other receivable (3726890) -?

Total 1818835 1397658

45 Impairment losses

Item 2024 2023

Fixed assets -? 10363383

Inventories 1450966 3143575

Goodwill 6014534 -

Total 7465500 13506958

46 Gains/(loss) from asset disposals

Item 2024 2023

Gains/(loss) from asset disposals 132116926 (134133)

Note: The Group's gains on disposal of assets in 2024 mainly include proceeds of RMB

127400859 from the disposal of the vineyard in Zhuqiao Town. please refer to Note V.6.

Gains from disposal of assets during reporting period has been included in non-recurring

gains and losses.

47 Non-operating income and non-operating expenses

(1) Non-operating income by item is as follows:

Item 2024 2023

Insurance compensation 1709700 452242

Net income from fine 1501900 9325229

Others 1766330 2214799

Total 4977930 11992270

Non-operating income during reporting period has been included in non-recurring gains and

losses.

174Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(2) Non-operating expenses

Item 2024 2023

Losses from disposal of non-current assets 1868546 573560

Donations provided 1416240 1212015

Compensation penalty and fine expenses 127736 80403

Losses from scrapping of packaging materials - 1137256

Others 320552 425176

Total 3733074 3428410

Non-operating expenses during reporting period has been included in non-recurring gains and

losses.

48 Income tax expenses

Item Note 2024 2023

Current tax expense for the year based on

115078031216588992

tax law and regulations

Changes in deferred tax assets/liabilities (1) (1850459) 4844455

Total 113227572 221433447

(1) The analysis of changes in deferred tax is set out below:

Item 2024 2023

Origination of temporary differences (1850459) 4844455

Total (1850459) 4844455

(2) Reconciliation between income tax expenses and accounting profit:

Item 2024 2023

Profit before taxation 427554857 747466156

Estimated income tax at 25% 106888714 186866539

Effect of different tax rates applied by subsidiaries 1503486 2070828

Effect of non-taxable income (Note) (25961339) -

Effect of non-deductible costs expense and losses 6891065 4978035

Effect of using deductible losses for which no

deferred tax asset was recognized in previous

periods (3134547) -

Effect of deductible losses of deferred tax assets not

recognised for the year 25217629 25756996

Deferred tax assets written-off 1822564 1761049

Income tax expenses 113227572 221433447

Note: In December 2024 the Company recognized gains or losses from disposal of assets of

RMB 127400859 due to the disposal of assets related to the vineyard in Zhuqiao Town

among which gains from disposal of biological assets amounted to RMB103845356. See

Note V. 6 for details.

175Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

49 Basic earnings per share and diluted earnings per share

(1) Basic earnings per share

Basic earnings per share is calculated as dividing consolidated net profit attributable to

ordinary shareholders of the Company by the weighted average number of ordinary shares

outstanding:

20242023

Consolidated net profit attributable to ordinary

305210999532438907

shareholders of the Company

Weighted average number of ordinary shares

684370832685464000

outstanding

Basic earnings per share (RMB/share) 0.45 0.78

Weighted average number of ordinary shares is calculated as follows:

20242023

Issued ordinary shares at the beginning of the year 685464000 685464000

Effect of repurchasing shares (1666666) -

Effects of unlocking of ordinary shares subject to

573498-

sales restrictions

Weighted average number of ordinary shares at the

684370832685464000

end of the year

(2) Diluted earnings per share

Diluted earnings per share is calculated by dividing consolidated net profit (diluted)

attributable to ordinary shareholders of the Company by the weighted average number of

ordinary shares outstanding (diluted):

? Note 2024 2023

Consolidated net profit attributable to

ordinary shareholders of the Company (a) 305210999 532438907

(Dilute)

Weighted average number of ordinary

(b) 684370832 685670893

shares outstanding (Dilute)

Diluted earnings per share (RMB/share) 0.45 0.78

(a) Consolidated net profit attributable to ordinary shareholders of the Company (diluted) is

calculated as follows:

20242023

Consolidated net profit attributable to

305210999532438907

ordinary shareholders of the Company

Consolidated net profit attributable to

ordinary shareholders of the Company 305210999 532438907

(diluted)

176Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(b) The weighted average number of the Company’s ordinary shares (diluted) is calculated

as follows:

?20242023

Weighted average number of ordinary shares

684370832685464000

at 31 December

Diluted adjustments: ? ?

Effects of restricted shares - 206893

Weighted average number of ordinary shares

684370832685670893

(diluted) at the end of the year

50 Cash flow statement

(1) Cash relating to operating activities

a. Proceeds relating to other operating activities:

Item 2024 2023

Government grants 45969993 45677242

Interest income from bank 29707469 27375399

Penalty income 1501900 9325229

Recovery of prior years’ trademarks right

-120930641

receivables

Others 3857611 16077111

Total 81036973 219385622

b. Payments relating to other operating activities:

Item 2024 2023

Selling and distribution expenses 512511750 539874320

General and administrative expenses 105557429 99254521

Others 23092431 36569908

Total 641161610 675698749

(2) Cash relating to investing activities

a. Proceeds relating to significant investing activities:

Item 2024 2023

Recovery of fixed deposits 464200000 238200000

b. Payments relating to significant investing activities:

Item 2024 2023

Investments in fixed deposits 288650000 464200000

Acquisition of fixed assets and construction in

74604013110067855

progress

Total 363254013 574267855

177Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(3) Cash relating to financing activities

a. Proceeds relating to other financing activities:

Item 2024 2023

Repurchase of treasury shares(Note V.33) 178084318 -

Cancellation of restricted shares (Note V.33) 6487150 -

Cash paid for lease 26235103 31931214

Payment for acquisition of non-controlling

1650691514623400

interests

Payment of capital reduction - 20674509

Total 227313486 67229123

b. Changes in liabilities arising from financing activities

Balance at the Additions during the year Decreases during the year Balance at the

beginning of end of

the year Cash Non-cash Cash Non-cash the year

Short-term loan 364981445 459993522 - (608834621) - 216140346

Long-term loan 66616443 47965738 - - (63944978) 50637203

Lease liabilities 85038335 - 2184052 (2085636) (57593922) 27542829

Non-current liabilities due

78523993-82733169(81307393)-79949769

within one year

Other accounts payable -

--347336613(347336613)--

dividends payable

Other accounts payable -

--34261730(34261730)--

interest payable

Other accounts payable -

14623377-1883538(16506915)--

payables for equities

Other accounts payable -

payables for repurchase of 103411919 - - (6487150) (26220343) 70704426

treasury shares

Total 713195512 507959260 468399102 (1096820058) (147759243) 444974573

178Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

51 Supplementary information on cash flow statement

(1) Supplement to cash flow statement

a. Reconciliation of net profit to cash flows from operating activities:

Item 2024 2023

Net profit 314327285 526032709

Add: Credit/asset impairment losses 5646665 12109300

Depreciation of fixed assets and

302028852317061135

investment property

Amortisation of intangible assets 18740240 16932862

Amortisation of long-term deferred

2165842218514442

expenses

Amortisation of productive biological

1383353313800290

assets

Depreciation of ROU assets 20744479 22107603

(Profits)/losses from disposal of fixed

assets intangible assets and other (132116926) 707693

long-term assets

Financial expenses 32778256 32287868

Equity incentive (reversal)/expenses (4016467) 30735755

Investment losses/(profits) 4420872 (23847450)

(Increase)/decrease in deferred tax

(474895)5174683

assets

Decrease in deferred tax liabilities (1375564) (330228)

(Increase)/decrease in gross inventories (140130935) 131877015

Decrease/(increase) in operating

268230903(54231481)

receivables

(Decrease)/increase in operating

(326553653)124159547

payables

Net cash flows from operating activities 397741067 1173091743

b. Significant investing and financing activities not requiring the use of cash:

Item 2024 2023

Payment of construction in progress and other

37753184?13226592

long-term assets by bank acceptances

c. Change in cash and cash equivalents:

Item 2024 2023

Cash equivalents at the end of the year 1717727551 1963155752

Less: Cash equivalents at the beginning of the

19631557521612753600

year

Net (decrease)/increase in cash and cash

(245428201)350402152

equivalents

179Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(2) Details of cash and cash equivalents

Item 2024 2023

Cash at bank and on hand

Including: Cash on hand 27228 74951

Bank deposits available on demand 1718853539 1963080801

Closing balance of cash and cash equivalents 1718880767 1963155752

52 Assets with restrictive ownership title or right of use

Balance at the

Item Opening balance Reason for restriction

end of the year

The Company deposits and

Cash at bank and on hand 337895 1470579 Escrow account for migrant

workers' wages etc.Short-term borrowings

Account receivable (i) 73628265 35917860?

mortgage from Atrio

Short-term borrowings from

Fixed assets 37985117 32467803?

Dicot

Total 111951277 69856242

(i) As at 31 December 2024 the amount of accounts receivable with restricted ownership

is EUR 4772694 equivalent of RMB 35917860 hich refers to accounts receivable

Atrio conducted for factoring from Banco de Sabadell S.A. Etc. (31 December 2023:

EUR 9368417 equivalent of RMB 73628265).

53 Leases

(1) As a lessee

Item 2024 2023

Short-term lease expenses for which the

386346?527463

practical expedient has been applied

Total cash outflow for leases 26621449? 32458677

The Group leases buildings and motor vehicles with the lease terms of 1 year or less and all

of these leases are short-term leases. The Group has elected not to recognise right-of-use

assets and lease liabilities for these leases.

(2) As a lessor

Item 2024 2023

Lease income 6054835 4508495

The Group leased out some machineries in 2023 and 2024 with a lease term within 1

year. The Group has classified these leases as operating leases because they do not

transfer substantially all of the risks and rewards incidental to the ownership of the

assets.The undiscounted lease receipts to be received by the Group after the balance sheet date are

as follows:

180Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Item 2024 2023

Within 1 year (inclusive) 5872890 5958604

Over 1 year but within 2 years (inclusive) 5872890 5872890

Over 2 years but within 3 years (inclusive) 5850872 5872890

Over 3 years but within 4 years (inclusive) 1941507 5850872

Over 4 years but within 5 years (inclusive) - 1941507

Total 19538159 25496763

VI. Research and development expenses

Presentation by nature

Item 2024 2023

Salaries 7362919 6564884

Diagnostic test fees 2600375 3448000

Consultancy fee 1412609 3039519

Material consumption 4242275 2212169

Others 3920065 2148962

Total 19538243 17413534

Including: research and development expenditures

1953824317413534

that are expensed

181Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

VII. Change of consolidation scope

The Group’s subsidiaries - Liaoning Changyu Ice Wine Winery Co. Ltd.merged Changyu (Huanren) Grape Wine Co. Ltd. ("Huanren Wine") in

December 2024.VIII. Interests in other entities

1 Interests in subsidiaries

(1) Composition of the Group

Shareholding ratio

Principal place of Business (%)

Name of the Subsidiary Registered place Registered capital Acquisition method

business nature (or similar equity

interest)

Business combinations

Etablissements Roullet Fransac

Cognac France Cognac France Trading EUR29000 - 100 involving entities not under

(“Roullet Fransac”)

common control

Business combinations

Marketing and

Dicot Partners S.L (“Dicot”) Navarre Spain Navarre Spain EUR2000000 90 - involving entities not under

sales

common control

Vi?a Indómita S.A. Vi?a Dos Andes S.A.Marketing and Acquired throughand BodegasSantaAlicia SpA.. (“Chile Santiago Chile Santiago Chile CLP31100000000 85 -sales establishment or investmentIndomita Wine Group”)

Business combinations

Kilikanoon Estate Pty Ltd. Marketing and

Adelaide Australia Adelaide Australia AUD6420000 99 - involving entities not under

(“Australia Kilikanoon Estate”) sales

common control

Beijing Changyu Sales and Distribution Marketing and Acquired through

Beijing China Beijing China RMB1000000 100 -

Co. Ltd. (“Beijing Sales”) sales establishment or investment

Yantai Kylin Packaging Co. Ltd. Yantai Shandong Yantai Shandong Acquired through

Manufacturing RMB15410000 100 -

(“Kylin Packaging”) China China establishment or investment

Yantai Chateau Changyu-Castel Co. Yantai Shandong Yantai Shandong Acquired through

Manufacturing USD5000000 70 -

Ltd.(“Chateau Changyu”) (a) China China establishment or investment

Changyu (Jingyang) Wine Co. Ltd. Xianyang Shaanxi Xianyang Shaanxi Acquired through

Manufacturing RMB1000000 90 10

(“Jingyang Wine”) China China establishment or investment

Yantai Changyu Pioneer Wine Sales Yantai Shandong Yantai Shandong Marketing and Acquired through

RMB8000000 100 -

Co. Ltd. (“Sales Company”) China China sales establishment or investment

Shanghai Changyu Sales and Distribution Marketing and Acquired through

Shanghai China Shanghai China RMB1000000 100 -

Co. Ltd. (“Shanghai Sales”) sales establishment or investment

182Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Shareholding ratio

Principal place of Business (%)

Name of the Subsidiary Registered place Registered capital Acquisition method

business nature (or similar equity

interest)Yantai Changyu Wine Sales Co. Ltd. (“Wines Yantai Shandong Yantai Shandong Marketing and Acquired throughRMB5000000 90 10Sales”) China China sales establishment or investment

Yantai Changyu Pioneer International Yantai Shandong Yantai Shandong Marketing and Acquired through

RMB5000000 70 30

Co. Ltd. (“Pioneer International”) China China sales establishment or investment

Hangzhou Changyu Wine Sales Co. Ltd. Hangzhou Zhejiang Hangzhou Zhejiang Marketing and Acquired through

RMB500000 - 100

(“Hangzhou Changyu”) China China sales establishment or investment

Ningxia Changyu Grape Growing Co. Ltd. Yinchuan Ningxia Acquired through

Ningxia China Plating RMB1000000 100 -

(“Ningxia Growing”) China establishment or investment

Huanren Changyu National Wines Sales Co. Benxi Liaoning Marketing and Acquired through

Benxi Liaoning China RMB2000000 100 -

Ltd. (“National Wines”) China sales establishment or investment

Liaoning Changyu Golden Icewine Valley Co. Benxi Liaoning Acquired through

Benxi Liaoning China Manufacturing RMB64687300 100 -

Ltd. (“Golden Icewine Valley”) China establishment or investment

Yantai Development Zone Changyu Trading Yantai Shandong Yantai Shandong Marketing and Acquired through

RMB5000000 - 100

Co. Ltd. (“Development Zone Trading”) China China sales establishment or investment

Beijing AFIP Meeting Center Miyun Beijing Acquired through

Miyun Beijing China Services RMB500000 - 100

(“Meeting Center”) China establishment or investment

Beijing AFIP Tourism and Culture Miyun Beijing Acquired through

Miyun Beijing China Tourism RMB500000 - 100

(“AFIP Tourism”) China establishment or investment

Changyu (Ningxia) Wine Co. Ltd. Acquired through

Ningxia China Ningxia China Manufacturing RMB1000000 100 -

(“Ningxia Wine”) establishment or investment

Yantai Changyu Chateau Tinlot Co. Ltd. Yantai Shandong Yantai Shandong Wholesale and Acquired through

RMB400000000 65 35

(“Chateau Tinlot”) China China retail establishment or investment

Xinjiang Chateau Changyu Baron Balboa Co. Shihezi Xinjiang Shihezi Xinjiang Acquired through

Manufacturing RMB550000000 100 -

Ltd. (“Chateau Shihezi”) China China establishment or investment

Ningxia Chateau Changyu Moser XV Yinchuan Ningxia Yinchuan Ningxia Acquired through

Manufacturing RMB2000000 100 -

Co. Ltd. (“Chateau Ningxia”) China China establishment or investment

Shaanxi Chateau Changyu Rena Co. Ltd. Xianyang Shaanxi Xianyang Shaanxi Acquired through

Manufacturing RMB20000000 100 -

(“Chateau Changan”) China China establishment or investment

Yantai Changyu Wine Research &

Yantai Shandong Yantai Shandong Acquired through

Development Centre Co. Ltd. Manufacturing RMB805000000 100 -

China China establishment or investment

(“R&D Centre”)

Xinjiang Changyu Sales Co. Ltd. Shihezi Xinjiang Shihezi Xinjiang Marketing and Acquired through

RMB10000000 - 100

(“Xinjiang Sales”) China China sales establishment or investment

Ningxia Changyu Trading Co. Ltd. Yinchuan Ningxia Yinchuan Ningxia Marketing and Acquired through

RMB1000000 - 100

(“Ningxia Trading”) China China sales establishment or investment

Shaanxi Changyu Rena Wine Sales Xianyang Shaanxi Xianyang Shaanxi Marketing and Acquired through

RMB3000000 - 100

Co. Ltd. (“Shanxi Sales”) China China sales establishment or investment

Penglai Changyu Wine Sales Co. Penglai Shandong Penglai Shandong Marketing and Acquired through

RMB5000000 - 100

Ltd.(“Penglai Sales”) China China sales establishment or investment

183Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Shareholding ratio

Principal place of Business (%)

Name of the Subsidiary Registered place Registered capital Acquisition method

business nature (or similar equity

interest)

Laizhou Changyu Wine Sales Co. Ltd. Laizhou Shandong Laizhou Shandong Marketing and Acquired through

RMB1000000 - 100

(“Laizhou Sales”) China China sales establishment or investment

Francs Champs Participations SAS Investment Acquired through

Cognac France Cognac France EUR32000000 100 -

(“Francs Champs”) and trading establishment or investment

Yantai Roullet Fransac Wine Sales Co. Ltd. Yantai Shandong Yantai Shandong Marketing and Acquired through

RMB1000000 - 100

(“Yantai Roullet Fransac”) China China sales establishment or investmentYantai Changyu Wine Sales Co. Ltd. (“Wine Yantai Shandong Yantai Shandong Marketing and Acquired throughRMB5000000 100 -Sales Company”) China China sales establishment or investment

Shaanxi Chateau Changyu Rena Tourism Xianxin Shaanxi Xianxin Shaanxi Acquired through

Tourism RMB1000000 - 100

Co. Ltd. (“Chateau Tourism”) China China establishment or investment

Longkou Changyu Wine Sales Co. Ltd. Yantai Shandong Yantai Shandong Marketing and Acquired through

RMB1000000 - 100

(“Longkou Sales”) China China sales establishment or investment

Yantai Changyu Cultural Tourism

Yantai Shandong Yantai Shandong Acquired through

Development Co. Ltd. Tourism RMB10000000 100 -

China China establishment or investment(“Culture Development “)Beijing Changyu AFIP Agriculture

Miyun Beijing Marketing and Acquired throughdevelopment Co. Ltd. (“Agriculture Miyun Beijing China RMB1000000 - 100China sales establishment or investmentDevelopment”)

Beijing Chateau Changyu AFIP Global Acquired through

Beijing China Beijing China Manufacturing RMB642750000 92 -

Co. Ltd. (“AFIP”) (b) establishment or investment

Yantai Changyu Wine Culture Museum Co. Yantai Shandong Yantai Shandong Acquired through

Tourism RMB500000 - 100

Ltd. (“Museum”) China China establishment or investment

Yantai Changyu Culture Tourism Production Yantai Shandong Yantai Shandong Acquired through

Tourism RMB5000000 - 100

Sales Co. Ltd. (“Culture Sales”) China China establishment or investment

Yantai Changyu International Window of the

Yantai Shandong Yantai Shandong Acquired through

Wine City Co. Ltd. Tourism RMB60000000 - 100

China China establishment or investment

(“Window of the Wine City”)

Yantai KOYA Brandy Chateau Co. Ltd. Yantai Shandong Yantai Shandong Acquired through

Manufacturing RMB10000000 100 -

(“Chateau KOYA”) China China establishment or investment

Changyu (Shanghai) International Digital

Marketing and Acquired through

Marketing Center Limited Shanghai China Shanghai China RMB50000000 100 -

sales establishment or investment

(“Digital Marketing”)

Shanghai Changyu Guoqu Digital Technology

Marketing and Acquired through

Co. Ltd. Shanghai China Shanghai China RMB6000000 - 51

sales establishment or investment

(“Shanghai Guoqu”)

Tianjin Changyu Yixin Digital Technology Co. Marketing and Acquired through

Tianjin China Tianjin China RMB10000000 - 51

Ltd. (“Tianjin Yixin”) sales establishment or investment

Shanghai Changyu Yixin Digital Technology Marketing and Acquired through

Shanghai China Shanghai China RMB10000000 - 51

Co. Ltd. (“Shanghai Yixin”) sales establishment or investment

184Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Shareholding ratio

Principal place of Business (%)

Name of the Subsidiary Registered place Registered capital Acquisition method

business nature (or similar equity

interest)

Yantai Creighton Catering Company Limited Yantai Shandong Yantai Shandong Acquired through

Services RMB1000000 - 100

(“Creighton Catering”) China China establishment or investment

Weimeisi (Shanghai) Enterprise Development Marketing and Acquired through

Shanghai China Shanghai China RMB10000000 100 -

Co. Ltd (“Weimeisi Shanghai”) sales establishment or investment

Ningxia Longyu Food Trading Co. Ltd. Yinchuan Ningxia Yinchuan Ningxia Marketing and Acquired through

RMB500000 100 -

("Ningxia Longyu") China China sales establishment or investment

Beijing Changyu Trading Co. Ltd. ("Beijing Miyun Beijing Marketing and Acquired through

Miyun Beijing China RMB500000 100 -

Trading") China sales establishment or investment

Reasons for the inconsistency between the proportion of shareholdings in a subsidiary and the proportion of voting rights:

(a) Chateau Changyu is a Sino-foreign joint venture established by the Company and a foreign investor accounting for 70% of Changyu

Chateau’s equity interest. Through agreement arrangement the Company has the full power to control Changyu Chateau’s strategic

operating investing and financing policies. The agreement arrangement is terminated on 31 December 2027.(b) AFIP is a limited liability company established by Yantai De'an Investment Co. Ltd and Beijing Qinglang Ecological Agricultural Technology

Development Co. Ltd. After the equity change the Company holds 91.53% of its equity. Through agreement arrangement the Company

has the full power to control AFIP’s strategic operating investing and financing policies. The agreement arrangement will be terminated

on 2 September 2027.

(2) Material non-wholly owned subsidiaries

Comprehensive income Dividend declared to

Proportion of ownership Balance of

attributable to non-controlling

Name of the Subsidiary interest held by non-controlling interests

non-controlling interests shareholders

non-controlling interests at the end of the year

for the year during the year

AFIP 8.47% - - 56409393

IWCC 15.00% 364279 1039338 56686379

185Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(3) Key financial information about material non-wholly owned subsidiaries

The following table sets out the key financial information of the above subsidiaries without

offsetting internal transactions but with adjustments made for the fair value adjustment at the

acquisition date and any differences in accounting policies:

AFIP Chile Indomita Wine Group

2024202320242023

Current assets 256982569 268602777 237880401 252718459

Non-current assets 373266371 384948572 306022908 314112626

Total assets 630248940 653551349 543903309 566831085

Current liabilities 16704310 26013757 150938775 167265413

Non-current liabilities 3708917 3603886 7497696 9598445

Total liabilities 20413227 29617643 158436471 176863858

Operating income 81045348 198426991 222156497 232778304

Net profit/(loss) (8859147) 2636577 11847093 11018541

Total comprehensive (8859147) 2636577 2428528 8322765

income

Cash flows from operating activities 12596851 10320219 19487568 22541317

2 Transactions that cause changes in the Group’s interests in subsidiaries that do not result in

loss of control

(1) Changes in the Group’s interests in subsidiaries:

Percentage of

Name of minority

Fiscal year Purchase date

Subsidiary shareholdings

acquired

Kilikanoon Estate

20241.5%12/01/2024

PtyLtd.

(2) Impact of transactions on non-controlling interests and equity attributable to the shareholders

of the Company:

KilikanoonEstatePt

yLtd.Acquisition cost consideration

- Cash 1883538

Less: Share of net assets in subsidiaries based on the

1102655

shares acquired

Difference (780883)??

Including: Adjustment to capital reserve (780883)?

186Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

IX. Risk related to financial instruments

The Group has exposure to the following main risks from its use of financial instruments in the

normal course of the Group’s operations:

- Credit risk

- Liquidity risk

- Interest rate risk

- Foreign currency risk

The following mainly presents information about the Group’s exposure to each of the above

risks and their sources their changes during the year and the Group’s objectives policies

and processes for measuring and managing risks and their changes during the year.The Group aims to seek appropriate balance between the risks and benefits from its use of

financial instruments and to mitigate the adverse effects that the risks of financial instruments

have on the Group’s financial performance. Based on such objectives the Group’s risk

management policies are established to identify and analyse the risks faced by the Group to

set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk

management policies and systems are reviewed regularly to reflect changes in market

conditions and the Group’s activities.

1 Credit risk

Credit risk is the risk that one party to a financial instrument will cause a financial loss for the

other party by failing to discharge an obligation. The Group’s credit risk is primarily

attributable to cash at bank receivables debt investments and derivative financial

instruments entered into for hedging purposes. Exposure to these credit risks are monitored

by management on an ongoing basis.The cash at bank of the Group is mainly held with well-known financial institutions.Management does not foresee any significant credit risks from these deposits and does not

expect that these financial institutions may default and cause losses to the Group.The Group's maximum credit risk exposure is the carrying amount of each financial asset

(including derivative financial instruments) in the balance sheet.In order to minimise the credit risk the Group has adopted a policy to ensure that all sales

customers have good credit records. According to the policy of the Group credit review is

required for clients who require credit transactions. In addition the Group continuously

monitors the balance of account receivable to ensure there’s no exposure to significant bad

debt risks. For transactions that are not denominated in the functional currency of the

relevant operating unit the Group does not offer credit terms without the specific approval of

the Department of Credit Control in the Group. In addition the Group reviews the

recoverable amount of each individual trade debt at each balance sheet date to ensure that

adequate impairment losses are made for irrecoverable amounts. In this regard the

management of the Group considers that the Group’s credit risk is significantly reduced.

187Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Since the Group trades only with recognised and creditworthy third parties there is no

requirement for collateral. Concentrations of credit risk are managed by

customer/counterparty by geographical region and by industry sector. As at 31 December

2024 42.1% of the Group trade receivables are due from top five customers (31 December

2023: 49.0%). There is no collateral or other credit enhancement on the balance of the trade

receivables of the Group.

2 Liquidity risk

Liquidity risk is the risk that an enterprise will encounter difficulty in meeting obligations that

are settled by delivering cash or another financial asset. The Company and its individual

subsidiaries are responsible for their own cash management including short-term investment

of cash surpluses and the raising of loans to cover expected cash demands (subject to

approval by the Company’s board when the borrowings exceed certain predetermined levels).The Group’s policy is to regularly monitor its liquidity requirements and its compliance with

lending covenants to ensure that it maintains sufficient reserves of cash readily realisable

marketable securities and adequate committed lines of funding from major financial

institutions to meet its liquidity requirements in the short and longer term.The following tables set out the remaining contractual maturities at the balance sheet date of

the Group’s financial liabilities which are based on contractual undiscounted cash flows

(including interest payments computed using contractual rates or if floating based on rates

current at the balance sheet date) and the earliest date the Group can be required to pay:

2024 Contractual undiscounted cash flow Carrying

More than amount at Item Within 1 year or More than

1 to 2 years 2 years but less Total balance sheet

on demand 5 years

than 5 years date

Short-term loans 219471784 - - - 219471784 216140346

Accounts payable 417510439 - - - 417510439 417510439

Other payables 398149521 - - - 398149521 398149521

Long-term loans (including the

344421562132729666175216-121944668111798781

portion due within one year)

Lease liability (including the

201087121058566711049349151554225689915046331020

portion due within one year)

Total 1089682612 31912963 77224565 15155422 1213975562 1189930107

2023 Contractual undiscounted cash flow Carrying

More than amount at Item Within 1 year or More than

1 to 2 years 2 years but less Total balance sheet

on demand 5 years

than 5 years date

Short-term loans 378707190 - - - 378707190 364981445

Accounts payable 473352525 - - - 473352525 473352525

Other payables 555634336 - - - 555634336 555634336

Long-term loans (including the

62702857945518361890894-134048934125127311

portion due within one year)

Lease liability (including the

24050888232154842100714362047723130321238105051460

portion due within one year)

Total 1494447796 32670667 82898037 62047723 1672064223 1624147077

188Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

3 Interest rate risk

Interest-bearing financial instruments at variable rates and at fixed rates expose the Group to

cash flow interest rate risk and fair value interest risk respectively. The Group determines

the appropriate weightings of the fixed and floating rate interest-bearing instruments based on

the current market conditions and performs regular reviews and monitoring to achieve an

appropriate mix of fixed and floating rate exposure.

(1) As at 31 December the Group held the following interest-bearing financial instruments:

Fixed rate instruments:

20242023

Item Effective interest Effective interest

Amounts Amounts

rate rate

Financial assets

- Cash at bank 1.70% - 2.25% 78650000 1.45% - 2.25% 579200000

Financial liabilities ? ? ? ?

- Short-term loans 5.53% - 5.94% (97958247) 6.83% - 7.30% (96562141)

- Long-term loans (including the

2.80%-4.65%(6342368)1.50%-3.28%(5860499)

portion due within one year)

- Lease liability (including the

4.65%(46331020)4.65%(105051460)

portion due within one year)

Total ? (71981635) ? 371725900

Variable rate instruments:

20242023

Item Effective interest Effective interest

Amounts Amounts

rate rate

Financial assets

- Cash at bank 0.20% - 0.35% 1718853538 0.20% - 1.61% 1638418696

Financial liabilities ? ?

1Year LPR - 1 year LPR

- Short-term loans (50000000) (100000000)

0.95%0.95%

- Short-term loans BBSW+1.5% (26365950) 1.81% - 2.54% (23272320)

- Short-term loans 3.41% - 4.65% (41816149) 3.90% - 6.95% (145146984)

- Long-term loans (including the

3.41%-7.59%(105456413)2.00%-7.59%(119266812)

portion due within one year)

Total ? 1495215026 ? 1250732580

(2) Sensitivity analysis

Management of the Group believes interest rate risk on bank deposit is not significant

therefore does not disclose sensitivity analysis for interest rate risk.

189Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

As at 31 December 2024 based on assumptions above it is estimated that a general increase

of 50 basis points in interest rates with all other variables held constant would decrease the

Group’s equity by RMB 838644 (2023: RMB1453823) and net profit by RMB 838644

(2023: RMB1453823).

The sensitivity analysis above indicates the instantaneous change in the net profit and equity

that would arise assuming that the change in interest rates had occurred at the balance sheet

date and had been applied to re-measure those financial instruments held by the Group which

expose the Group to fair value interest rate risk at the balance sheet date. In respect of the

exposure to cash flow interest rate risk arising from floating rate non-derivative instruments

held by the Group at the balance sheet date the impact on the net profit and equity is

estimated as an annualised impact on interest expense or income of such a change in interest

rates.

4 Foreign currency risk

In respect of cash at bank and on hand accounts receivable and payable short-term loans

denominated in foreign currencies other than the functional currency the Group ensures that

its net exposure is kept to an acceptable level by buying or selling foreign currencies at spot

rates when necessary to address short-term imbalances.

(1) As at 31 December the Group’s exposure to main currency risk arising from recognised

assets or liabilities denominated in foreign currencies is presented in the following tables.For presentation purposes the amounts of the exposure are shown in Renminbi translated

using the spot rate at the balance sheet date. Differences resulting from the translation of

the financial statements denominated in foreign currency are excluded.

20242023

Balance at foreign Balance at RMB Balance at foreign Balance at RMB

currency equivalent currency equivalent

Cash at bank and on hand

- USD 906574 6516817 308229 2184232

- EUR 62611 471195 67 523

- HKD 2 1 217 196

Short-term loans ? ? ? ?

- USD 13375000 97958247 13625000 96562141

(2) The following are the exchange rates for Renminbi against foreign currencies applied by the

Group:

Balance sheet date

Average rate

mid-spot rate

2024202320242023

USD 7.1217 7.0558 7.1884 7.0871

EUR 7.7248 7.6689 7.5257 7.8592

HKD 0.9127 0.9011 0.9260 0.9062

190Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(3) Sensitivity analysis

Assuming all other risk variables remained constant a 5% strengthening of the Renminbi

against the US dollar Euro dollar and HK dollar at 31 December would have impact on the

Group’s equity and net profit by the amount shown below. whose effect is in Renminbi and

translated using the spot rate at the year-end date:

Equity Net profit

31 December 2024

USD 3433649 3433649

EUR (17200) (17200)

HKD - -

Total 3416449 3416449

31 December 2023

USD 3539172 3539172

EUR (20) (20)

HKD (7) (7)

Total 3539145 3539145

A 5% weakening of the Renminbi against the US dollar Euro dollar and HK dollar at 31

December would have had the equal but opposite effect to the amounts shown above on the

basis that all other variables remained constant.X. Fair value disclosure

All financial assets and financial liabilities held by the Group are carried at amounts not

materially different from their fair value at 31 December 2024 and 31 December 2023.

191Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

XI. Related parties and related party transactions

1 Information about the parent of the Company

Registered Shareholding Percentage of Ultimate controlling party of the

Company name Business nature Registered capital

place percentage (%) voting rights (%) Company

Jointly controlled by Yantai GuoFeng

Investment Holding Ltd ILLVA

SARONNO HOLDING SPA

Changyu Group Yantai Manufacturing 50000000 51.4% 51.4%

International Finance Corporation and

Yantai Yuhua Investment and

Development Company Limited.The registered capital of the parent company did not change in 2024 while the parent company’s shareholding percentage and proportion of

voting rights changed from 49.9% to 51.4%.

192Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

2 Information about the subsidiaries of the Company

For information about the subsidiaries of the Company refer to Note VIII.1.

3 Information on other related parties

Name of other related parties Related party relationship

Yantai Shenma Packaging Co. Ltd. Controlled by the same parent

(“Shenma Packaging”) company

Information on the Group’s directors

Yantai Zhongya Zhibao Pharmaceutical Co. Ltd.supervisors and the senior

(“Zhongya Zhibao”)

management

Shanghai Yufeng Brand Management Co.Associate of the GroupLtd.("Shanghai Yufeng”)

Taizhou Changyu Winery Wine Sales Co.Associate of the GroupLtd.("Taizhou Changyu”)Yantai Guolong Wine Industry Co. Ltd (“YantaiAssociate of the GroupGuolong”)

Societe Civile Argricole Du Chateau De Mirefleurs

Subsidiaries of the joint venture

(“Mirefleurs”)

CHATEAU DE LIVERSAN (“LIVERSAN”) Subsidiaries of the joint venture

Non profit organizations associated

Yantai Changyu Wine Culture Museum ("Museum")

with the company

4 Transactions with related parties

(1) Product procurement

Related parties Nature of transaction 2024 2023

Shenma Packaging Product procurement 67118462 83991232

Zhongya Zhibao Product procurement 63910 152932

Mirefleurs Product procurement 5940476 7844108

LIVERSAN Product procurement 2997312 2602967

Total 76120160 94591239

(2) Sales of goods

Related parties Nature of transaction 2024 2023

Zhongya Zhibao Sales of goods 4977296 4306827

Shanghai Yufeng Sales of goods 1747006 5691239

Shenma Packaging Sales of goods 119317 121548

Yantai Guolong Sales of goods 13221519 9152265

Taizhou Changyu Sales of goods 4329478 -

Total 24394616 19271879

19 3Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(3) Purchase of fixed assets

Related parties of the Company Nature of transaction 2024 2023

Purchase of fixed

Shenma Packaging 219821 1592698

assets

Total 219821 1592698

(4) Leases

(a) As the lessor

Type of assets Lease income Lease income

Name of lessee

leased recognised in 2024 recognised in 2023

Shenma Packaging Offices and plants 1549410 1549410

Zhongya Zhibao Offices and plants 963810 963810

Museum Offices 382110 -

Total 2895330 2513220

(b) As the lessee

Type of assets Lease expense Lease expense

Name of lessor

leased recognised in 2024 recognised in 2023

Changyu Group Office buildings 1548899 1612118

Changyu Group Offices and plants 1396340 1394762

Changyu Group Offices and plants 4189020 4184286

Offices and

Changyu Group 6484558 7057143

commercial building

Total 13618817 14248309

(5) Remuneration of key management personnel

Item 2024 2023

Remuneration of key management personnel 10298399 12846007

(6) Other related party transactions

Related parties Nature of transaction 2024 2023

Changyu Group Trademarks 17770743 27515798

Pursuant to a royalty agreement dated 18 May 1997 starting from 18 September 1997 the

Group may use certain trademarks of Changyu Group which have been registered with the

PRC Trademark Office. An annual royalty fee at 2% of the Group’s annual sales is payable

to Changyu Group. The license is effective until the expiry of the registration of the

trademarks.On 18 May 2019 the general meeting of shareholders approved the proposal of the

amendment to the royalty agreement. Article 6.1 of the royalty agreement with Changyu

Group was amended to: During the validity period of this contract the Group pays Changyu

Group royalty on an annual basis. The royalty is calculated based on 0.98% of the sales

volume of the Group ‘s contract products using this trademark. The article 6.3 is amended

to: The royalty paid to the Changyu Group by the Group shall not be used to promote this

trademark and the contract products.The Group incurred a trademark usage fee of RMB17770743 this year.

19 4Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

5 Receivables from and payables to related parties

Receivables from related parties

20242023

Provision for Provision for

Item Related party

Book value bad and Book value bad and

doubtful debts doubtful debts

Accounts receivable Zhongya Zhibao 1041839 1126 1476262 2670

Accounts receivable Museum 416500 450 - -

Accounts receivable Shanghai Yufeng -? -? 2925045 5290

Prepayments Mirefleurs 5346651 -? 6642165 -

Prepayments Shenma Packaging 112579 -? - -

Payables to related parties

Item Related party 2024 2023

Accounts payable Shenma Packaging 20649261 27358723

Accounts payable Zhongya Zhibao 1133362 2066

Accounts payable Shanghai Yufeng 7318 -

Contract liabilities Taizhou Changyu 5927230 -

Contract liabilities Yantai Guolong 51696 14840000

Contract liabilities Shenma Packaging 11835 -

Other payables Changyu Group 18630742 27515798

Other payables Shenma Packaging 400000 400000

Other payables Yantai Guolong 50000 -

XII. Capital management

The Group’s primary objectives when managing capital are to safeguard its ability to continue

as a going concern so that it can continue to provide returns for shareholders by pricing

products and services commensurately with the level of risk and by securing access to

finance at a reasonable cost.The Group’s capital structure is regularly reviewed and managed to achieve an optimal

structure and return for shareholders. Factors for the Group’s consideration include: its

future funding requirements capital efficiency actual and expected profitability expected

cash flows and expected capital expenditure. Adjustments are made to the capital structure

in light of changes in economic conditions affecting the Group.Neither the Company nor any of its subsidiaries are subject to externally imposed capital

requirements.

19 5Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

XIII. Share-based payments

1 Equity instruments

(1) Share options or other equity instruments outstanding at the end of the year

Granted during the year Exercised during the year Unlocked during the year Forfeited during the year

Type of grantees

Quantity Amount Quantity Amount Quantity Amount Quantity Amount

Some directors the

senior

management the

middle - - - - 1720495 26220343 425666 6487150

management and

core technical

(operational) cadre

(2) Equity-settled share-based payments

Pursuant to the Proposal on the Company’s 2023 Restricted Share Incentive Plan (Draft) and

Relevant Summary and the Proposal on the Request for the Authorisation to the Board of

Directors by the General Meetings of Shareholders to Handle Matters related to the

Company’s 2023 Restricted Share Incentive Plan passed by resolutions in the Group’s 2022

General Meetings of Shareholders held on 26 May 2023 as well as the Proposal on the

Adjustments to Matters related to 2023 Restricted Share Incentive Plan and the Proposal on

the Granting of Restricted Shares to Incentive Objects under the 2023 Restricted Share

Incentive Plan reviewed and passed in the 2023 first extraordinary Board meeting held on 26

June 2023 the Group determined to grant 6850000 restricted shares to 204 incentive

objects at a grant price of RMB15.24 per share on 26 June 2023 (the grant date). A total of

203 incentive objects of the Group actually subscribed for 6785559 restricted shares at a

grant price of RMB15.24 per share. The transaction increased the Company’s registered

capital by RMB6785559 increased the capital reserve by RMB96626360.All restricted shares granted to incentive objects are subject to different restricted sales

periods which are respectively 12 months 24 months and 36 months from the date of

completion of the grant registration of the restricted shares granted to the incentive objects.The restricted shares granted to the incentive objects under the Restricted Share Incentive

Plan shall not be transferred pledged as collateral or to repay debts during the restricted

sales periods. All restricted shares granted to incentive objects will be unlocked in three

phases after 12 months from the grant date with the proportion of unlocking in each phase

being 30% 30% and 40% respectively corresponding to unlocking dates of one year two

years and three years from the grant date. The actual unlocked shares shall be linked to the

performance appraisal for each year.When the Company’s performance meets the corresponding criteria the unlocking proportion

of the above-mentioned restricted shares is determined based on the business performance

of the incentive object’s operation and the contribution value of the incentive object. The

Company will repurchase the locked restricted shares at the granted price of the incentive

objects if the unlocked criteria stipulated in this plan are not met and the incentive object

shall not unlock the restricted shares for the current period.

19 6Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

The Group convened the Second Meeting of the Remuneration Committee of the Board of

Directors for 2024 the Fourth Extraordinary Board Meeting for 2024 and the Second

Extraordinary Supervisory Committee Meeting for 2024 on 22 July 2024 at which the

Proposal on Satisfaction of the Release of Lock-up Shares Granted under the Company’s

2023 Restricted Share Incentive Plan in the First Unlocking Period and the Proposal on the

Repurchase and Cancellation of Certain Restricted Shares Granted under the Company’s

2023 Restricted Share Incentive Plan and Adjustment of Repurchase Price were reviewed

and approved. The Proposal on the Repurchase and Cancellation of Certain Restricted

Shares Granted under the Company’s 2023 Restricted Share Incentive Plan and Adjustment

of Repurchase Price was reviewed and approved according to the resolution of the Third

Extraordinary General Meeting on 8 August 2024. 172 incentive participants held the first

tranche of restricted shares eligible for unlocking in 2024 and the total number of restricted

shares unlocked was 1720495. These unlocked shares were listed and traded on 6 August

2024. The transaction resulted in a decrease of RMB26220343 in treasury shares. Some

incentive participants no longer met the conditions of the Company’s 2023 Restricted Share

Incentive Plan as they have left the Company due to individual reasons or got job transfer

and 157790 restricted shares that have been granted to them but not yet unlocked were

repurchased and cancelled. 267876 restricted shares that cannot be unlocked during the first

unlocking period due to personal performance appraisal results were repurchased and

cancelled. The number of restricted shares that have been repurchased and cancelled were

425666 in total. The transaction resulted in a decrease of RMB425666 in the Group’s share

capital a decrease of RMB6061484 in capital reserve and a decrease of RMB 6487150 in

treasury shares.As at 31 December 2024 the total costs of equity-settled share-based payments in the

consolidate financial statements for the year were RMB4016468 and the accumulated

amount of equity-settled share-based payments recognised in the capital reserve for the year

amounted to RMB26719287.XIV. Commitments and contingencies

1 Significant commitment

(1) Capital commitments

Item 2024 2023

Long-term assets acquisition commitment 41228000? 50057140

Total 41228000? 50057140

(2) Operating lease commitments

As at 31 December the total future minimum lease payments under non-cancellable

operating leases of the Group’s properties were payable as follows:

Item 2024 2023

Within 1 year (inclusive) -? 50000

Total -? 50000

2 Contingencies

The Group do not have any significant contingencies as at balance sheet date.

19 7Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

XV. Subsequent events

1 Distribution of dividends on ordinary shares approved after the balance sheet date

According to the proposal of the Board of Directors on 16 April 2025 the Company intends

to distribute cash dividend totaling RMB268729560 to all shareholders of 671823900

capital shares for the year ended 31 December 2024 on the basis of RMB 4 (including tax) for

every 10 shares. The proposal is subject to the approval by the Shareholders’ meeting.This distribution of profit in cash has not been recognised as a liability at the balance sheet

date.XVI. Other significant items

1 Segment reporting

The Group is principally engaged in the production and sales of wine brandy and sparkling

wine in China France Spain Chile and Australia. In accordance with the Group’s internal

organisation structure management requirements and internal reporting system the Group’s

operation is divided into five parts: China Spain France Chile and Australia. The

management periodically evaluates segment results in order to allocate resources and

evaluate performances. In 2024 over 82% of revenue more than 93% of profit and over

91% of non-current assets derived from China/are located in China. Therefore the Group

does not need to disclose additional segment report information.

19 8Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

XVII. Notes to the Company’s financial statements

1 Receivables under financing

Item Note 2024 2023

Bills receivable (1) 13110297 36322019

Total 13110297 36322019

(1) The pledged bills receivable of the Company at the end of the year

As at 31 December 2024 there was no pledged bills receivable (31 December 2023: Nil).

(2) Outstanding derecognised endorsed bills that have not matured at the end of the year

Amount

Item recognised at year

end

Bank acceptance bills 60323326

Total 60323326

As at 31 December 2024 derecognised bills endorsed by the Company to other parties which

are not yet due at the end of the period is RMB 60323326 (31 December 2023: RMB

53825102). The notes are used for payment to suppliers. The Company believes that

due to good reputation of bank the risk of notes not accepting by bank on maturity is very

low therefore derecognise the note receivables endorsed. If the bank is unable to pay the

notes on maturity according to the relevant laws and regulations of China the Company

would undertake limited liability for the notes.

2 Other receivables

Note 31 December 2024 31 December 2023

Dividends receivable (1) 130000000 -

Others (2) 822762563 576949997

Total 952762563 576949997

(1) Dividends receivable

Item 31 December 2024 31 December 2023

Dividends to subsidiaries 130000000 -

Total 130000000? -

19 9Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(2) Others

(a) Others by customer type:

Customer type 31 December 2024 31 December 2023

Amounts due from subsidiaries 615371507 574127885

Amounts due from related parties 207391056 2822112

Sub-total 822762563 576949997

Less: Provision for bad and doubtful debts -? -

Total 822762563 576949997

(b) The ageing analysis is as follows:

Ageing 2024 2023

Within 1 year (inclusive) 822658091 576845525

Over 1 year but within 2 years (inclusive) -? -

Over 2 years but within 3 years (inclusive) -? -

Over 3 years 104472 104472

Sub-total 822762563 576949997

Less: Provision for bad and doubtful debts - -

Total 822762563 576949997

The ageing is counted starting from the date.(c) Movements of provisions for bad and doubtful debts

As at 31 December 2024 no bad and doubtful debt provision was made for other

receivables (31 December 2023: Nil).As at 31 December 2024 the Company has no other receivables written off (31

December 2023: Nil).(d) Others categorised by nature

Nature of other receivables 2024 2023

Amounts due from subsidiaries 615371507 574127885

Compensation receivable for the disposal of a

200666088-

vineyard (Note V.6)

Others 6724968 2822112

Sub-total 822762563 576949997

Less: Provision for bad and doubtful debts -? -

Total 822762563 576949997

20 0Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(e) Five largest others-by debtor at the end of the year

Ending balance

Percentage of

Nature of the Balance at the of provision for

Debtor Ageing ending balance

receivable end of the year bad and doubtful

of others (%)

debts

Compensation

receivable for the

Company I 200666088 Within 1 year 24.4% -

disposal of a

vineyard

Amounts due

Dicot 138187227 Within 1 year 16.8% -

from subsidiaries

Amounts due

Sales Company 135160033 Within 1 year 16.4% -

from subsidiaries

Amounts due Within 1 year and

Kilikanoon Australia 56668527 6.9% -

from subsidiaries 1-2 years

Amounts due

Pioneer International 12290287 Within 1 year 1.5% -

from subsidiaries

Total 542972162 66.0% -

3 Long-term equity investments

(1) Long-term equity investments by category:

20242023

Item Provision for Carrying Provision for Carrying

Book value Book value

impairment amount impairment amount

Investments in

7737521508(48288589)76892329197690772693(42274055)7648498638

subsidiaries

Total 7737521508 (48288589) 7689232919 7690772693 (42274055) 7648498638

20 1Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(2) Investments in subsidiaries:

Additions Additions/ Balance of

Balance at the during the (Decrease) Decrease Balance at the provision for

Subsidiary beginning of year- during the during the end of the impairment at

the year Purchase of year - Equity year year the end of the

equity Incentives year

Kylin Packaging 23543435 - 10496 - 23553931 -

Chateau Changyu 29273059 - 8713 - 29281772 -

Pioneer International 5934696 - (1469982) - 4464714 -

Ningxia Growing 36573247 - - - 36573247 -

National Wines 2000000 - - - 2000000 -

Golden Icewine Valley 63431494 22200000 6978 - 85638472 -

Chateau Beijing 588633661 - 14554 - 588648215 -

Sales Company 21259694 - (2307582) - 18952112 -

Wine Sales 5333190 - (224024) - 5109166 -

Shanghai Marketing 1000000 - - - 1000000 -

Beijing Sales 850000 - - - 850000 -

Jingyang Wine 900000 - - - 900000 -

Ningxia Wine 222309388 - - - 222309388 -

Chateau Ningxia 453747514 - 12770 - 453760284 -

Chateau Tinlot 212039586 - - - 212039586 -

Chateau Shihezi 812303784 - 8115 - 812311899 -

Chateau Changan 804197217 - 8713 - 804205930 -

R&D Centre 3290230714 - 37836 - 3290268550 -

Huanren Wine 22200000 - - (22200000) - -

Wine Sales Company 5102210 - 2920 - 5105130 -

Francs Champs 236025404 - - - 236025404 -

Dicot 233142269 - - - 233142269 11225459

Chile Indomita Wine Group 274248114 - - - 274248114 -

Australia Kilikanoon Estate 129275639 1883538 - - 131159177 37063130

Digital Marketing 1186121 49000000 5318 - 50191439 -

Chateau Koya 110328128 - 9375 - 110337503 -

Shanghai Weimeisi 7910985 - - - 7910985 -

Culture Development 92621574 - 27986 - 92649560 -

Development Zone Trading 861192 - (23587) - 837605 -

Penglai sales 1104339 - (272727) - 831612 -

Longkou sales 1611286 - - - 1611286 -

Laizhou sales 84916 - 2426 - 87342 -

Yantai Roullet Fransac 244217 - 6979 - 251196 -

Museum 265162 - - - 265162 -

Window of the Wine City 470134 - - - 470134 -

AFIP Tourism 162952 - - - 162952 -

Meeting Center 102210 - - - 102210 -

Ningxia Trading 162952 - - - 162952 -

Creighton Catering 102210 - - - 102210 -

Total 7690772693 73083538 (4134723) (22200000) 7737521508 48288589

For information about the subsidiaries of the Company refer to Note VIII.

20 2Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

4 Operating income and operating costs

20242023

Item

Income Cost Income Cost

Principal activities 557517562 494323439 723412525 615998040

Other operating activities 4561209 2555898 7746429 5638524

Total 562078771 496879337 731158954 621636564

Including: Revenue from contracts

557517562494323439723412525615998040

with customers

Rent income 4561209 2555898 7746429 5638524

Disaggregation of revenue from contracts with customers:

Type of contract 2024 2023

By type of goods or services

- Liquor 557517562 723412525

By timing of transferring goods or services ? ?

- Revenue recognised at a point in time 557517562 723412525

5 Investment income

Item 2024 2023

Income from long-term equity investments

368167007476632356

accounted for using cost method

Income from long-term equity investments

-54935

accounted for using equity method

Loss from disposal of subsidiaries and long-term

-(37436762)

equity investment

Total 368167007 439250529

6 Transactions with related parties

(1) Product procurement

Related parties Nature of transaction 2024 2023

Subsidiary of the parent

Product procurement 214788248 292073183

company

Other related parties of the

Product procurement 36256009 43934847

Company

Total 251044257 336008030

20 3Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(2) Sales of goods

Related parties Nature of transaction 2024 2023

Subsidiary of the parent

Sales of goods 590568772 787731546

company

Other related parties of the

Sales of goods 3626159 3184145

Company

Total 594194931 790915691

(3) Guarantee

The Company as the guarantor

Amount of Inception date of Maturity date of Guarantee

Guarantee holder Currency

guarantee guarantee guarantee expired (Y/N)

Australia Kilikanoon Estate AUD 5850000 1 September 2023 2 March 2026 N

(4) Leases

(a) As the lessor

Lease income Lease income

Name of lessee Type of assets leased

recognised in 2024 recognised in 2023

Other related parties of

Offices and plants 2513220 2513220

the Company

Subsidiary of the parent

Offices buildings 85714 85714

company

Total 2598934 2598934

(b) As the lessee

Lease expense Lease expense

Name of lessor Type of assets leased

recognised in 2024 recognised in 2023

Other related parties of

Office buildings 1396340 1394762

the Company

Total Office buildings 1396340 1394762

7 Receivables from and payables to related parties

Receivables from related parties

20242023

Provision for Provision for

Item Related party

Book value bad and Book value bad and

doubtful debts doubtful debts

Other related parties

Accounts receivables 227042 245 727123 1298

of the Company

Other related parties

Prepayments 5344237 -? 4472159 -

of the Company

Subsidiary of the

Other receivables 745371507 -? 574127885 -

parent company

Subsidiary of the

Other non-current assets 1864430000 -? 1934430000 -

parent company

20 4Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

Payables to related parties

Item Related party 2024 2023

Other related parties of

Accounts payable 5528108 13895970

the Company

Subsidiary of the

Other payables 441845995 441681129

parent company

Other related parties of

Other payables 400000 400000

the Company

XVIII. Extraordinary gains and losses in 2024

Item Amount

(1) Profit and loss from disposal of non-current assets 132116926

Government grants recognised through profit or loss (except for

those which are closely related to the company’s normal

operations which the company is entitled to under established ?

(2)

standards in accordance with government policies and which 52613910

have a continuing impact on the profits and losses of the

company)

(3) Other non-operating income and expenses besides items above 1244856

Sub-total 185975692

(4) Tax effect (6873074)

(5) Effect on non-controlling interests after taxation (4956976)?

Total 174145642?

Note: Extraordinary gain and loss items (1) to (3) listed above are presented in the amount

before taxation.XIX. Return on net assets and earnings per share

1 Calculation of earnings per share

(1) Basic earnings per share

For calculation of the basic earnings per share please refer to Note V.49.

20 5Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

(2) Basic earnings per share excluding extraordinary gain and loss

Basic earnings per share excluding extraordinary gain and loss is calculated as dividing

consolidated net profit excluding extraordinary gain and loss attributable to ordinary

shareholders of the Company by the weighted average number of ordinary shares

outstanding:

20242023

Consolidated net profit attributable to ordinary

305210999532438907

shareholders of the Company

Extraordinary gains and losses attributable to

17414564268365214

ordinary shareholders of the Company

Consolidated net profit excluding extraordinary gain

and loss attributable to the Company’s ordinary 131065357 464073693

equity shareholders

Weighted average number of ordinary shares

684370832685464000

outstanding

Basic earnings per share excluding extraordinary

0.190.68

gain and loss (RMB/share)

(3) Diluted earnings per share

For calculation of the diluted earnings per share please refer to Note V.49.

(4) Diluted earnings per share excluding extraordinary gains and losses

Diluted earnings per share excluding extraordinary gains and losses is calculated by dividing

consolidated net profit excluding extraordinary gains and losses attributable to ordinary

shareholders of the Company (diluted) by the weighted average number of ordinary shares

outstanding (diluted):

20242023

Consolidated net profit attributable to ordinary

305210999532438907

shareholders of the Company (diluted)

Extraordinary gains and losses attributable to

17414564268365214

ordinary shareholders of the Company

Consolidated net profit excluding extraordinary

gains and losses attributable to the Company’s 131065357 464073693

ordinary equity shareholders (diluted)

Weighted average number of ordinary shares

684370832685670893

outstanding (diluted)

Diluted earnings per share excluding extraordinary

0.190.68

gains and losses (RMB/share)

20 6Yantai Changyu Pioneer Wine Co. Ltd. 2024 Annual Report

2 Calculation of weighted average return on net assets

(1) Weighted average return on net assets

Weighted average return on net assets is calculated as dividing consolidated net profit

attributable to ordinary shareholders of the Company by the weighted average amount of

consolidated net assets:

20242023

Consolidated net profit attributable to ordinary

305210999532438907

shareholders of the Company

Weighted average amount of consolidated net

1077355481710684054057

assets

Weighted average return on net assets 2.83% 4.98%

Calculation of weighted average amount of consolidated net assets is as follows:

20242023

Consolidated net assets at the beginning of the year 10841500988 10579053733

Effect of consolidated net profit attributable to

140140353270707233

ordinary shareholders of the Company

Effects of Restricted Share Incentive Plan 9251615 15367878

Acquisition of non-controlling interests (Note VIII.2) (715809) (1140487)

Effect of shares repurchased (Note V.32) (14840361) -

Effect of cash dividends (Note V.36) (201781969) (179934300)

Weighted average amount of consolidated net

1077355481710684054057

assets

(2) Weighted average return on net assets excluding extraordinary gain and loss

Weighted average return on net assets excluding extraordinary gain and loss is calculated as

dividing consolidated net profit excluding extraordinary gain and loss attributable to ordinary

shareholders of the Company by the weighted average amount of consolidated net assets:

20242023

Consolidated net profit excluding extraordinary gain

and loss attributable to the Company’s ordinary 131065357 464073693

equity shareholders

Weighted average amount of consolidated net

1077355481710684054057

assets

Weighted average return on net assets excluding

1.22%4.34%

extraordinary gain and loss

Yantai Changyu Pioneer Wine Co. Ltd.Board of Directors

April 18 2025

207

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