HUA HONG SEMICONDUCTOR LIMITED 華虹半導體有限公司 (Incorporated in Hong Kong with limited liability) (於香港註冊成立之有限公司) (Stock Code: 01347) (股份代號:01347) 2024 INTERIM REPORT 中 期 報 告 DEFINITIONS In this interim report, unless the context otherwise requires, the following terms shall have the meanings set out below. “Board” the board of Directors of the Company; “China” or “the PRC” the People’s Republic of China, but for the purpose of this interim report and for geographical reference only, except where the context otherwise requires, references in this interim report to “China” and the “PRC” do not include Taiwan, the Macau Special Administrative Region and Hong Kong; “Company” or “our Company” Hua Hong Semiconductor Limited, a company incorporated in Hong Kong with limited liability on 21 January 2005 and, except where the context otherwise requires, all of its subsidiaries, or its present subsidiaries where the context refers to the time before it became the holding company of its present subsidiaries; “Company Secretary” the company secretary of the Company; “Director(s)” the director(s) of the Company; “EPS” earnings per share; “Executive Director(s)” the executive Director(s) of our Company; “Group” our Company and our subsidiaries or, where the context so requires, the businesses operated by our subsidiaries or their predecessors (as the case may be) with respect to the period before our Company became the holding company of our present subsidiaries (or became associated companies of our Company); “HHGrace” Shanghai Huahong Grace Semiconductor Manufacturing Corporation* ( ), a company incorporated in the PRC on 24 January 2013 and a wholly-owned subsidiary of the Company; “Hua Hong Manufacturing” Hua Hong Semiconductor Manufacturing (Wuxi) Co., Ltd.* ( ( ) ), a company incorporated in the PRC on 17 June 2022 and held as to 51% by the Group; “HK$” Hong Kong dollars, the lawful currency of Hong Kong; “Hong Kong” the Hong Kong Special Administrative Region of the PRC; “Hong Kong Stock Exchange” The Stock Exchange of Hong Kong Limited; “IC” Integrated Circuit; “Independent Non-Executive the independent non-executive Director(s) of our Company; Director(s)” INTERIM REPORT 2024 1 DEFINITIONS “Listing Rules” the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, as amended or supplemented from time to time; “Model Code” the Model Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix C3 to the Listing Rules; “Non-Executive Director(s)” the non-executive Director(s) of our Company; “RMB” Renminbi, the lawful currency of the PRC; “RMB Share(s)” or “A Share(s)” the ordinary share(s) of the Company which are listed on the STAR Market and traded in RMB; “RMB Share Issue” the Company’s issue of 407,750,000 RMB Shares, which have been listed on the STAR Market since 7 August 2023; “SFO” the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong), as amended or supplemented from time to time; “Shanghai Stock Exchange” the Shanghai Stock Exchange; “STAR Market” the Science and Technology Innovation Board of the Shanghai Stock Exchange; “US$” US dollars, the lawful currency of USA. 2 HUA HONG SEMICONDUCTOR LIMITED CORPORATE INFORMATION Board of Directors Hong Kong Legal Advisor Executive Directors Herbert Smith Freehills Suxin Zhang (Chairman) 23/F, Gloucester Tower Junjun Tang (President) 15 Queen’s Road Central Hong Kong, PRC Non-Executive Directors Jun Ye Principal Banks Guodong Sun Limin Zhou China Construction Bank Shanghai Branch Chengyan Xiong No. 900, Lujiazui Ring Road Pudong New Area Independent Non-Executive Directors Shanghai, PRC Stephen Tso Tung Chang Kwai Huen Wong, JP China Development Bank Co., Ltd. Shanghai Branch Songlin Feng No. 68, Puming Road Pudong New Area Company Secretary Shanghai, PRC Sui Har Lee China Merchants Bank Co., Ltd. Shanghai Branch Authorized Representatives No.1088 Lujiazui Ring Road Junjun Tang Pudong New Area Sui Har Lee Shanghai, PRC Audit Committee China Construction Bank Corporation Hong Kong Stephen Tso Tung Chang (Chairman) Branch Chengyan Xiong 28/F, CCB Tower, 3 Connaught Road, Central Songlin Feng Hong Kong, PRC Remuneration Committee Bank of Communications Co., Ltd. Hong Kong Branch Kwai Huen Wong, JP (Chairman) 20 Pedder Street, Central Jun Ye Hong Kong, PRC Songlin Feng China Development Bank Jiangsu Branch Nomination Committee No. 232, Middle Jiangdong Road Suxin Zhang (Chairman) Nanjing, Jiangsu, PRC Kwai Huen Wong, JP Songlin Feng Agricultural Bank of China Wuxi Xinwu Subbranch No. 26, Hefeng Road, Xinwu District Website Wuxi, Jiangsu, PRC www.huahonggrace.com China Construction Bank Wuxi High and New Technology Industrial Development Zone Subbranch Auditor No. 26, Hefeng Road, Xinwu District Wuxi, Jiangsu, PRC Ernst & Young Certified Public Accountants China CITIC Bank Wuxi New District Subbranch 27/F, One Taikoo Place No. 26, Hefeng Road, Xinwu District 979 King’s Road, Quarry Bay Wuxi, Jiangsu, PRC Hong Kong, PRC INTERIM REPORT 2024 3 CORPORATE INFORMATION Bank of China Wuxi High and New Technology Industrial Stock Code Development Zone Subbranch No. 140, Wangzhuang Road, Xinwu District Hong Kong Stock Exchange: 01347 Wuxi, Jiangsu, PRC Shanghai Stock Exchange: 688347 Bank of Communications Co., Ltd. Wuxi Branch No.8, 2nd Financial Street, Binhu District Wuxi, Jiangsu, PRC Share Registrar Hong Kong shares: Tricor Investor Services Limited 17/F, Far East Finance Centre 16 Harcourt Road Hong Kong, PRC A shares: China Securities Depository and Clearing Corporation Limited, Shanghai Branch No. 188 South Yanggao Road Pudong New Area Shanghai, PRC Registered Office Room 2212, Bank of America Tower 12 Harcourt Road, Central Hong Kong, PRC Principal Places of Business 288 Halei Road Zhangjiang Hi-Tech Park Shanghai, PRC Postcode: 201203 No. 30, Xinzhou Road Xinwu District Wuxi, Jiangsu, PRC Postcode: 214028 No.30-1, Xinzhou Road Xinwu District Wuxi, Jiangsu, PRC Postcode: 214028 4 HUA HONG SEMICONDUCTOR LIMITED KEY FINANCIALS Revenue Gross prot margin US$ million % 1,400 35.0% 1,262.2 1,215.5 30.3% 29.9% 1,200 30.0% 1,000 938.5 25.0% 800 20.0% 600 15.0% 400 10.0% 8.5% 200 5.0% 0 0.0% 1H 2022 1H 2023 1H 2024 1H 2022 1H 2023 1H 2024 Prot attributable to owners of the parent EPS US$ million US$ 250 0.20 230.8 0.176 0.18 200 186.9 0.16 0.144 0.14 150 0.12 0.10 100 0.08 0.06 50 38.5 0.04 0.022 0.02 0 0.00 1H 2022 1H 2023 1H 2024 1H 2022 1H 2023 1H 2024 INTERIM REPORT 2024 5 MANAGEMENT DISCUSSION AND ANALYSIS Financial Performance 1H 2024 1H 2023 Change US$’ 000 US$’000 Unaudited Unaudited Revenue 938,510 1,262,223 (25.6)% Cost of sales (858,815) (884,970) (3.0)% Gross profit 79,695 377,253 (78.9)% Other income and gains 71,095 50,679 40.3% Selling and distribution expenses (4,770) (5,090) (6.3)% Administrative expenses (164,078) (147,839) 11.0% Other expenses (13,813) (46,126) (70.1)% Finance costs (49,432) (56,700) (12.8)% Share of profits of associates 2,805 3,504 (19.9)% (Loss)/profit before tax (78,498) 175,681 (144.7)% Income tax credit/(expense) 11,464 (26,945) (142.5)% (Loss)/profit for the period (67,034) 148,736 (145.1)% Attributable to: Owners of the parent 38,491 230,758 (83.3)% Non-controlling interests (105,525) (82,022) 28.7% Revenue Revenue was US$938.5 million, a decrease of 25.6% compared to 1H 2023, primarily due to decreased average selling price. Cost of sales Cost of sales was US$858.8 million, a decrease of 3.0% compared to 1H 2023, primarily due to decreased labor costs and reversal of inventories to net realisable value, partially offset by increased depreciation costs. Gross pro t Gross profit was US$79.7 million, a decrease of 78.9% compared to 1H 2023, primarily due to decreased average selling price, capacity utilization and increased depreciation costs. Other income and gains Other income and gains were US$71.1 million, an increase of 40.3% compared to 1H 2023, primarily due to increased interest income. 6 HUA HONG SEMICONDUCTOR LIMITED MANAGEMENT DISCUSSION AND ANALYSIS Selling and distribution expenses Selling and distribution expenses were US$4.8 million, a decrease of 6.3% compared to 1H 2023, primarily due to decreased labor expenses. Administrative expenses Administrative expenses were US$164.1 million, an increase of 11.0% compared to 1H 2023, primarily due to increased operating expenses for Hua Hong Manufacturing and engineering wafer costs. Other expenses Other expenses were US$13.8 million, a decrease of 70.1% compared to 1H 2023, primarily due to decreased foreign exchange losses. Finance costs Finance costs were US$49.4 million, a decrease of 12.8% compared to 1H 2023, primarily due to decreased interest rate of bank borrowings. Share of pro ts of associates Share of profits of associates were US$2.8 million, a decrease of 19.9% compared to 1H 2023, due to decreased profit realized by the associates. Income tax credit/(expense) Income tax credit was US$11.5 million, compared to income tax expenses of US$26.9 million in 1H 2023, primarily due to decreased taxable profit. (Loss)/pro t for the period As a result of the cumulative effect of the above factors, loss for the period was US$67.0 million, compared to profit for the period of US$148.7 million in 1H 2023. INTERIM REPORT 2024 7 MANAGEMENT DISCUSSION AND ANALYSIS Financial Status 30 June 31 December 2024 2023 Change US$’ 000 US$’000 Unaudited Audited Non-current assets Property, plant and equipment 3,750,176 3,519,292 6.6% Investment property 165,611 166,643 (0.6)% Right-of-use assets 80,629 78,545 2.7% Investment in associates 141,036 139,099 1.4% Equity instruments designated at fair value through other comprehensive income 285,938 270,506 5.7% Other non-current assets 182,374 199,780 (8.7)% Total non-current assets 4,605,764 4,373,865 5.3% Current assets Inventories 462,563 449,749 2.8% Trade and notes receivables 274,382 278,669 (1.5)% Due from related parties 16,034 11,219 42.9% Other current assets 282,912 212,649 33.0% Pledged deposits 39,259 32,088 22.3% Cash and cash equivalents 6,423,866 5,585,181 15.0% Total current assets 7,499,016 6,569,555 14.1% Current liabilities Trade payables 246,206 235,410 4.6% Interest-bearing bank borrowings 247,034 193,035 28.0% Due to related parties 8,340 13,876 (39.9)% Government grants 39,359 35,017 12.4% Other current liabilities 529,657 495,049 7.0% Total current liabilities 1,070,596 972,387 10.1% Net current assets 6,428,420 5,597,168 14.9% Non-current liabilities Interest-bearing bank borrowings 1,964,956 1,906,526 3.1 % Lease liabilities 19,440 19,129 1.6 % Deferred tax liabilities 4,892 30,834 (84.1)% Total non-current liabilities 1,989,288 1,956,489 1.7 % Net assets 9,044,896 8,014,544 12.9 % 8 HUA HONG SEMICONDUCTOR LIMITED MANAGEMENT DISCUSSION AND ANALYSIS Explanation of items with uctuation over 10% from 31 December 2023 to 30 June 2024 Due from related parties Due from related parties increased from US$11.2 million to US$16.0 million, primarily due to increased rental receivables from one of our related parties. Other current assets Other current assets increased from US$212.6 million to US$282.9 million, primarily due to increased value-added tax credit. Pledged deposits Pledged deposits increased from US$32.1 million to US$39.3 million, primarily due to increased deposits for the portion of dividend not paid yet on 30 June 2024. Cash and cash equivalents Cash and cash equivalents increased from US$5,585.2 million to US$6,423.9 million, mainly due to reasons stated in the cash flow analysis below. Due to related parties Due to related parties decreased from US$13.9 million to US$8.3 million, primarily due to a payment of technology purchased in the period. Government grants Government grants increased from US$35.0 million to US$39.4 million, primarily due to receipts from government for research and development projects. Interest-bearing bank borrowings Total interest-bearing bank borrowings increased from US$2,099.6 million to US$2,212.0 million, due to increased drawdowns of bank borrowings. Deferred tax liabilities Deferred tax liabilities decreased from US$30.8 million to US$4.9 million, primarily due to a reversal of dividend withholding tax accrued for 2023. INTERIM REPORT 2024 9 MANAGEMENT DISCUSSION AND ANALYSIS Cash Flow 1H 2024 1H 2023 Change US$’ 000 US$’000 Unaudited Unaudited Net cash flows generated from operating activities 137,550 293,058 (53.1)% Net cash flows used in investing activities (470,924) (353,930) 33.1 % Net cash flows generated from/(used in) financing activities 1,206,061 (36,934) (3,365.4)% Net increase/(decrease) in cash and cash equivalents 872,687 (97,806) (992.3)% Cash and cash equivalents at beginning of the period 5,585,181 2,008,765 178.0 % Effect of foreign exchange rate changes, net (34,002) (60,002) (43.3)% Cash and cash equivalents at end of the period 6,423,866 1,850,957 247.1 % Net cash ows generated from operating activities Net cash flows generated from operating activities decreased from US$293.1 million to US$137.6 million, primarily due to decreased revenue. Net cash ows used in investing activities Net cash flows used in investing activities were US$470.9 million, primarily including US$499.4 million for capital investments and US$17.6 million for an equity instrument, partially offset by US$46.0 million of interest income and US$0.1 million for disposal of items of property, plant and equipment. Net cash ows generated from nancing activities Net cash flows generated from financing activities were US$1,206.1 million, including (i) US$1,181.9 million of capital contribution from non-controlling interests, (ii) US$202.4 million of proceeds from bank borrowings, and (iii) US$0.7 million from share option exercises, partially offset by (i) US$87.5 million of repayments of bank borrowings, (ii) US$52.0 million of interest payments, (iii) dividend payments of US$28.9 million and (iv) US$3.2 million payment of principal portion of lease payments. Financial Resources The Group adopts a prudent approach to cash and financial management to ensure proper risk control and low cost of funds. The Group finances its operations primarily with internally generated cash flow and bank loans. As at 30 June 2024, the Group had cash and bank balances of approximately US$6,423.9 million (of which approximately US$5,716.8 million were denominated in RMB and approximately US$700.0 million in US dollars), representing an increase of US$838.7 million as compared to US$5,585.2 million at the end of 2023. Liquidity To meet liquidity requirements in the short and long term, our policy is to monitor regularly the current and expected liquidity requirements to ensure that we maintain sufficient reserves of cash and adequate committed lines of funding from major financial institutions. 10 HUA HONG SEMICONDUCTOR LIMITED MANAGEMENT DISCUSSION AND ANALYSIS Capital Management Our primary objectives of capital management are to safeguard our ability to continue as a going concern and to maintain healthy capital ratios to support our business and maximize shareholders’ value. We manage our capital structure and make adjustments in light of the changes in economic conditions. To do this, we may adjust the dividend payment to shareholders, return capital to shareholders, or issue new shares. We are not subject to any externally imposed capital requirements. No changes were made in the objectives, policies, or processes for managing capital during the six months ended 30 June 2024. Bank Loans The particulars of bank loans of the Group as at 30 June 2024 are set out as below: 30 June 2024 31 December 2023 US$’ 000 US$’000 Current Current portion of long term bank loans – secured 244,008 193,035 Current portion of long term bank loans – unsecured 3,026 – 247,034 193,035 Non-current Secured bank loans 1,740,373 1,786,526 Unsecured bank loans 224,583 120,000 1,964,956 1,906,526 2,211,990 2,099,561 The Group is dedicated to improving financing method. As at 30 June 2024, the Group had outstanding bank borrowings of US$2,212.0 million, compared to US$2,099.6 million as at the end of 2023. The bank borrowings included secured interest-bearing borrowings of US$1,984.4 million and unsecured interest-bearing borrowings of US$227.6 million. Bank borrowing of US$253.6 million had fixed interest rates ranging from 1.2% to 2.3% per annum. Except for bank loans of US$1,586.1 million were denominated in US$, all borrowings are denominated in RMB. Charges on Group Assets As at 30 June 2024, certain of Group’s property, plant and equipment with a net carrying value of US$2,187,134,000 (31 December 2023: US$1,487,211,000), right-of-use assets of US$47,248,000 (31 December 2023: US$44,319,000), properties under development of US$86,029,000 (31 December 2023: US$86,565,000) and pledged deposits of US$30,869,000 (31 December 2023: US$31,062,000) were pledged to banks to secure the Group’s banking facilities. Pledged deposits with a carrying value of US$304,000 as at 30 June 2024 (31 December 2023: US$306,000) were pledged to secure the issuance of letters of credit. Other pledged deposits with a carrying value of US$7,395,000 as at 30 June 2024 (31 December 2023: US$27,000) were pledged to secure the payment of dividends to shareholders. INTERIM REPORT 2024 11 MANAGEMENT DISCUSSION AND ANALYSIS Exposure to Fluctuations in Exchange Rates We have transactional currency exposures, arising primarily from sales or purchases by our significant subsidiaries operating in Mainland China in US$ rather than the subsidiary’s functional currency, which is RMB. During the six months ended 30 June 2024, approximately 20% of our sales were denominated in currencies other than the functional currency of the subsidiary making the sale, whilst 70% of costs of sales were denominated in the subsidiary’s functional currency. In addition, we have currency exposures from interest-bearing bank borrowings, held by our subsidiary operating in Mainland China. As at 30 June 2024, interest-bearing bank borrowings with a carrying amount of US$1,586.1 million were denominated in US$, instead of the subsidiary’s functional currency, which is RMB. As at 30 June 2024, if the US dollar had strengthened or weakened against the RMB by 5%, with all other variables held constant, our profit before tax for the period would have been approximately US$35.0 million lower or higher. For the six months ended 30 June 2024, the Group had not entered into any arrangement to hedge the aforementioned foreign currency risks. Nevertheless, the Company’s management will continue to monitor the foreign exchange exposure position and will consider appropriate measures should the need arise. Contingent Liabilities As at 30 June 2024, the Group did not have any contingent liabilities. RMB Share Issue On 7 August 2023, the Company was listed on the STAR Market of the Shanghai Stock Exchange, pursuant to which a total of 407,750,000 ordinary shares of the Company were issued. The total proceeds raised in the RMB Share Issue amounted to RMB21,203 million. After deducting the issuance expenses, including underwriting, sponsorship fees, as well as other issuance expenses, the net proceeds amounted to RMB20,920.7 million. Upon receipt of the proceeds, the entire amount has been deposited into a dedicated account for the proceeds, which was approved by the Board. The proceeds raised will be utilised in accordance with the previously disclosed intended use of the proceeds as set out below: Unit: RMB’000 Amount of Accumulated Expected timeframe Previously disclosed intended committed unutilised proceeds for usage of use of proceeds investments as at 30 June 2024 unutilised proceeds Hua Hong Manufacturing (Wuxi) Project 12,500,000 9,705,574 By the end of 2025 8-Inch Factory Optimisation and Upgrading 2,000,000 1,891,860 By the end of 2025 Project Specialty Technological Innovation, 2,500,000 2,071,467 By the end of 2026 Research and Development Project Replenishment of Working Capital 1,000,000 0 N/A Apart from the above, the surplus proceeds of RMB2,921 million raised from the RMB Share Issue will also be used for the Group’s business operations upon obtaining the necessary approvals in accordance with relevant regulations. During the six months ended 30 June 2024, the proceeds from the RMB Share Issue were used, and were proposed to be used, according to the intentions previously disclosed by the Company in the prospectus, and there was no material change or delay in the use of proceeds. 12 HUA HONG SEMICONDUCTOR LIMITED MANAGEMENT DISCUSSION AND ANALYSIS Business Review In the first half of 2024, the global economy continued to recover after the spillover risks from the pandemic and geopolitical conflicts. The global economy maintained a good growth trend, however, inflationary pressures recurred. For the overall semiconductor market, the demand trend of some domestic supply chains was improving, however, the supply-side competition was intensifying, there were regional and product differences in recovery, terminal inventories were still at high levels, and the fragility of recovery still existed. In the first half of 2024, benefiting from the advantages of our “8-inch + 12-inch” strategy, product competitiveness and continuous innovation of specialty process technologies, the beliefs of “Courage, Perseverance and Unity” upheld by our entire workforce and joint efforts with customers, our Company’s capacity utilization rate has gradually increased. The 8-inch capacity utilization rate exceeded 100% while 12-inch capacity utilization rate approached full production in the second quarter, and revenue has shown positive quarter-on-quarter growth for two consecutive quarters. In particular, the performance of the analog and power management platform was especially impressive. Benefiting from the localization of consumer ICs such as mobile phones and the booming development of some downstream markets, the overall product demand for IC process platforms improved, and the shipments and revenue of each process platform in the first half of 2024 showed a growth trend compared to that in the second half of 2023. The Embedded/Standalone Non-Volatile Memory (eNVM/Standalone NVM) process platforms continued to maintain rapid growth in both R&D and sales, with MCU and smart card IC products advancing in tandem. The 40nm specialty process platform has successfully started small-scale pilot production, with a continuous enrichment of product categories. The 65/90nm BCD platform business has developed smoothly, with strong end-user demand and significant growth in shipment volume in the first half of the year. Due to the competitive pressure gradually released from the industry’s expansion of production capacity, as well as the impact of inventory adjustments in automotive electronics and new energy terminals, the overall power discrete devices sector was facing a severe market situation. Our Company’s high-end power discrete devices have faced double pressure on demand and price since the end of 2023. In the first half of 2024, the revenue of high-end power discrete devices IGBT and superjunction MOSFET experienced some declines. However, customers still maintain good intentions for the development of new products, which may be reflected from the introduction of new products, and the number of new industrial and automotive-related products has continued to grow, showing no signs of decline. In addition, the Company actively carries out ecological chain construction to serve the national strategy, which promotes the coordinated development with the industrial chain of terminal application companies and IC design customers, and establishes a sustainable industrial ecosystem. In the first half of 2024, a number of ecological chain construction activities were carried out in the fields of automotive electronics, high-end consumption and new energy, and cooperation at the business level was gradually expanded. A groundbreaking ceremony for the Hua Hong Manufacturing project was held on 30 June 2023. The project has a planned monthly production capacity of 83,000 wafers, with a focus on advanced specialty ICs and high-end power discrete devices, and process manufacturing platforms capable of producing automotive-grade products. At present, the construction unit and the engineering R&D team are refining and pushing forward the implementation of various key nodes. The project has completed the structural topping-out of the main plant in April 2024, two months ahead of schedule, and is expected to commence equipment move-in in the third quarter, achieve operational status of production line in the fourth quarter, and release production capacity from 2025 onwards. In the second half of 2024, the semiconductor situation will remain complicated and unclear, and the recovery of the IC industry will coexist with challenges. The Company will continue to advance production capacity, accelerate process development, and strive to cover a wider range of product categories; continue to pay close attention to end market trends, unswervingly promote its diversified development strategy, deploy more advanced “Specialty IC + Power Discrete” technologies in our “8-inch + 12-inch” production platforms, and provide global customers with more comprehensive and excellent technologies and services in the specialty wafer foundry field. INTERIM REPORT 2024 13 MANAGEMENT DISCUSSION AND ANALYSIS Signi cant Investment The Company did not hold any significant investment (with a value of 5% or more of the Company’s total assets) as of 30 June 2024. Future Plans for Material Investments and Capital Assets Save as disclosed in this interim report, the Group did not have other concrete plans for material investments or capital assets as of 30 June 2024. 14 HUA HONG SEMICONDUCTOR LIMITED EPS 51% IC 2024 15 C3 A 407,750,000 571 16 15 23 900 68 1088 3 28 20 232 26 www.huahonggrace.com 26 26 979 27 2024 17 140 01347 688347 8 16 17 A 188 12 2212 288 201203 30 214028 30-1 214028 18 銷售收入 毛利率 百萬美元 % 1,400 35.0% 1,262.2 1,215.5 30.3% 29.9% 1,200 30.0% 1,000 938.5 25.0% 800 20.0% 600 15.0% 400 10.0% 8.5% 200 5.0% 0 0.0% 二零二二年 二零二三年 二零二四年 二零二二年 二零二三年 二零二四年 上半年 上半年 上半年 上半年 上半年 上半年 母公司擁有人應佔溢利 每股盈利 百萬美元 美元 250 0.20 230.8 0.176 0.18 200 186.9 0.16 0.144 0.14 150 0.12 0.10 100 0.08 0.06 50 38.5 0.04 0.022 0.02 0 0.00 二零二二年 二零二三年 二零二四年 二零二二年 二零二三年 二零二四年 上半年 上半年 上半年 上半年 上半年 上半年 2024 19 938,510 1,262,223 (25.6)% (858,815) (884,970) (3.0)% 79,695 377,253 (78.9)% 71,095 50,679 40.3% (4,770) (5,090) (6.3)% (164,078) (147,839) 11.0% (13,813) (46,126) (70.1)% (49,432) (56,700) (12.8)% 2,805 3,504 (19.9)% (78,498) 175,681 (144.7)% 11,464 (26,945) (142.5)% (67,034) 148,736 (145.1)% 38,491 230,758 (83.3)% (105,525) (82,022) 28.7% 9.385 25.6% 8.588 3.0% 7,970 78.9% 7,110 40.3% 20 480 6.3% 1.641 11.0% 1,380 70.1% 4,940 12.8% 280 19.9% 1,150 2,690 6,700 1.487 2024 21 3,750,176 3,519,292 6.6% 165,611 166,643 (0.6)% 80,629 78,545 2.7% 141,036 139,099 1.4% 285,938 270,506 5.7% 182,374 199,780 (8.7)% 4,605,764 4,373,865 5.3% 462,563 449,749 2.8% 274,382 278,669 (1.5)% 16,034 11,219 42.9% 282,912 212,649 33.0% 39,259 32,088 22.3% 6,423,866 5,585,181 15.0% 7,499,016 6,569,555 14.1% 246,206 235,410 4.6% 247,034 193,035 28.0% 8,340 13,876 (39.9)% 39,359 35,017 12.4% 529,657 495,049 7.0% 1,070,596 972,387 10.1% 6,428,420 5,597,168 14.9% 1,964,956 1,906,526 3.1 % 19,440 19,129 1.6 % 4,892 30,834 (84.1)% 1,989,288 1,956,489 1.7 % 9,044,896 8,014,544 12.9 % 22 10% 1,120 1,600 2.126 2.829 3,210 3,930 55.852 64.239 1,390 830 3,500 3,940 20.996 22.120 3,080 490 2024 23 137,550 293,058 (53.1)% (470,924) (353,930) 33.1 % 1,206,061 (36,934) (3,365.4)% 872,687 (97,806) (992.3)% 5,585,181 2,008,765 178.0 % (34,002) (60,002) (43.3)% 6,423,866 1,850,957 247.1 % 2.931 1.376 4.709 4.994 1,760 4,600 10 12.061 (i) 11.819 (ii) 2.024 (iii) 70 (i) 8,750 (ii) 5,200 (iii) 2,890 (iv) 320 64.239 57.168 7.000 55.852 8.387 24 244,008 193,035 3,026 – 247,034 193,035 1,740,373 1,786,526 224,583 120,000 1,964,956 1,906,526 2,211,990 2,099,561 22.120 20.996 19.844 2.276 2.536 1.2% 2.3% 15.861 2,187,134,000 1,487,211,000 47,248,000 44,319,000 86,029,000 86,565,000 30,869,000 31,062,000 304,000 306,000 7,395,000 27,000 2024 25 20% 70% 15.861 5% 3,500 407,750,000 212.03 209.207 12,500,000 9,705,574 8 2,000,000 1,891,860 2,500,000 2,071,467 1,000,000 0 29.21 26 8 +12 8 100% 12 IC IC (eNVM/Standalone NVM) MCU IC 40 65/90 BCD IGBT MOSFET IC 8.3 IC 2 IC IC + 8 +12 2024 27 5% 28 REPORT ON REVIEW OF INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION To the board of directors of Hua Hong Semiconductor Limited (Incorporated in Hong Kong with limited liability) Introduction We have reviewed the interim financial information set out on 29 59 pages 29 to 59 which comprises the condensed consolidated statement of financial position of Hua Hong Semiconductor Limited (the “Company”) and its subsidiaries (collectively referred to as the “Group”) as at 30 June 2024 and the related condensed consolidated statements of profit or loss, comprehensive income, changes in equity and cash flows for the six-month period then ended, and explanatory notes. The Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited require the preparation of a report on interim financial information to be in 34 compliance with the relevant provisions thereof and Hong Kong 34 Accounting Standard 34 Interim Financial Reporting (“HKAS 34”) issued by the Hong Kong Institute of Certified Public Accountants 34 (“HKICPA”). The directors of the Company are responsible for the preparation and presentation of this interim financial information in accordance with HKAS 34. Our responsibility is to express a conclusion on this interim financial information based on our review. Our report is made solely to you, as a body, in accordance with our agreed terms of engagement, and for no other purpose. We do not assume responsibility towards or accept liability to any other person for the contents of this report. Scope of Review We conducted our review in accordance with Hong Kong Standard on Review Engagements 2410 Review of Interim Financial 2410 Information Performed by the Independent Auditor of the Entity issued by the HKICPA. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Hong Kong Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. Conclusion Based on our review, nothing has come to our attention that causes us to believe that the interim financial information is not prepared, in all material respects, in accordance with HKAS 34. 34 Certified Public Accountants Hong Kong 29 August 2024 2024 INTERIM REPORT 2024 29 INTERIM CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS FOR THE SIX MONTHS ENDED 30 JUNE 2024 For the six months ended 30 June 2024 2023 (Unaudited) (Unaudited) Notes (US$’000) (US$’000) Revenue 4 938,510 1,262,223 Cost of sales (858,815) (884,970) Gross profit 79,695 377,253 Other income and gains 71,095 50,679 Selling and distribution expenses 4 (4,770) (5,090) Administrative expenses (164,078) (147,839) Other expenses (13,813) (46,126) Finance costs (49,432) (56,700) Share of profits of associates 2,805 2,805 3,504 (LOSS)/PROFIT BEFORE TAX 5 (78,498) 175,681 Income tax credit/(expense) 6 11,464 (26,945) (LOSS)/PROFIT FOR THE PERIOD (67,034) 148,736 Attributable to: Owners of the parent 38,491 230,758 Non-controlling interests (105,525) (82,022) (67,034) 148,736 EARNINGS PER SHARE ATTRIBUTABLE TO ORDINARY EQUITY HOLDERS OF THE PARENT: 7 Basic – For profit for the period US$0.022 US$0.176 0.022 0.176 Diluted – For profit for the period US$0.022 US$0.175 0.022 0.175 30 HUA HONG SEMICONDUCTOR LIMITED INTERIM CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE SIX MONTHS ENDED 30 JUNE 2024 For the six months ended 30 June 2024 2023 (Unaudited) (Unaudited) US$’000 US$’000 (LOSS)/PROFIT FOR THE PERIOD (67,034) 148,736 OTHER COMPREHENSIVE LOSS Other comprehensive loss that may be reclassified to profit or loss in subsequent periods: Exchange differences on translation of foreign operations (49,338) (169,717) Net other comprehensive loss that may be reclassified to profit or loss in subsequent periods (49,338) (169,717) Other comprehensive loss that will not be reclassified to profit or loss in subsequent periods: Equity investments designated at fair value through other comprehensive income: Changes in fair value (436) (20,548) Income tax effect 65 3,082 Net other comprehensive loss that will not be reclassified to profit or loss in subsequent periods (371) (17,466) OTHER COMPREHENSIVE LOSS FOR THE PERIOD, NET OF TAX (49,709) (187,183) TOTAL COMPREHENSIVE LOSS FOR THE PERIOD (116,743) (38,447) Attributable to: Owners of the parent 3,062 95,074 Non-controlling interests (119,805) (133,521) (116,743) (38,447) 2024 INTERIM REPORT 2024 31 INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION 30 JUNE 2024 30 June 31 December 2024 2023 (Unaudited) (Audited) Notes (US$’000) (US$’000) NON-CURRENT ASSETS Property, plant and equipment 9 3,750,176 3,519,292 Right-of-use assets 80,629 78,545 Investment property 165,611 166,643 Intangible assets 42,320 49,827 Investment in associates 141,036 139,099 Equity instruments designated at fair value through other comprehensive income 285,938 270,506 Long term prepayments 139,425 149,953 Deferred tax assets 629 – Total non-current assets 4,605,764 4,373,865 CURRENT ASSETS Properties under development 207,151 178,828 Inventories 462,563 449,749 Trade and notes receivables 10 274,382 278,669 Prepayments, other receivables and other assets 75,761 33,821 Due from related parties 16,034 11,219 Pledged deposits 39,259 32,088 Cash and cash equivalents 6,423,866 5,585,181 Total current assets 7,499,016 6,569,555 CURRENT LIABILITIES Trade payables 11 246,206 235,410 Other payables and accruals 505,945 430,478 Interest-bearing bank borrowings 247,034 193,035 Lease liabilities 4,674 3,076 Government grants 39,359 35,017 Due to related parties 8,340 13,876 Income tax payable 19,038 61,495 Total current liabilities 1,070,596 972,387 NET CURRENT ASSETS 6,428,420 5,597,168 TOTAL ASSETS LESS CURRENT LIABILITIES 11,034,184 9,971,033 continued/ 32 HUA HONG SEMICONDUCTOR LIMITED INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION 30 JUNE 2024 30 June 31 December 2024 2023 (Unaudited) (Audited) Notes (US$’000) (US$’000) NON-CURRENT LIABILITIES Interest-bearing bank borrowings 1,964,956 1,906,526 Lease liabilities 19,440 19,129 Deferred tax liabilities 4,892 30,834 Total non-current liabilities 1,989,288 1,956,489 Net assets 9,044,896 8,014,544 EQUITY Equity attributable to owners of the parent Share capital 12 4,935,470 4,933,559 Reserves 1,333,799 1,367,436 Total equity attributable to owners of the parent 6,269,269 6,300,995 Non-controlling interests 2,775,627 1,713,549 Total equity 9,044,896 8,014,544 Suxin Zhang Jun Ye Director Director 2024 INTERIM REPORT 2024 33 INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE SIX MONTHS ENDED 30 JUNE 2024 Attributable to owners of the parent Share of other Other Share comprehensive reserve and Asset Statutory Exchange Share Merger option income of contributed Fair value revaluation reserve fluctuation Retained Non-controlling Total capital reserve reserve associates surplus reserve reserve# fund reserve profits Total interests equity # US$’000 US$’000 US$’000 US$’000 US$’000 US$’000 US$’000 US$’000 US$’000 US$’000 US$’000 US$’000 US$’000 (note 12) 12 At 1 January 2024 4,933,559 645,494* 12,794* 1,352* 35,685* 58,435* 99,257* 233,042* (60,233)* 341,610* 6,300,995 1,713,549 8,014,544 Profit/(loss) for the period – – – – – – – – – 38,491 38,491 (105,525) (67,034) Other comprehensive l ss for the period: Change i fair value of equity i vestments designated at fair value through other comprehensive i come, net of tax – – – – – (371) – – – – (371) – (371) Exchange differences on translation of foreign operations – – – – – – – – (35,058) – (35,058) (14,280) (49,338) Total comprehensive (loss)/ i come for the period – – – – – (371) – – (35,058) 38,491 3,062 (119,805) (116,743) Div dend declared – – – – – – – – (36,233) (36,233) – (36,233) Issue of shares (note 12) 12 1,911 – (474) – – – – – – – 1,437 – 1,437 Equity-settled share option arrangements – – 8 – – – – – – – 8 3 11 Capital contribution from non-control i g i terests – – – – – – – – – – – 1,181,880 1,181,880 Transfer from retained profits generated by a subsid ary – – – – – – – 11,870 – (11,870) – – – At 30 June 2024 (unaudited) 4,935,470 645,494* 12,328* 1,352* 35,685* 58,064* 99,257* 244,912* (95,291)* 331,998* 6,269,269 2,775,627 9,044,896 At 1 January 2023 1,994,462 645,494 13,346 – 35,685 (22,247) 99,257 191,125 (30,145) 103,493 3,030,470 1,104,998 4,135,468 Profit/(loss) for the period – – – – – – – – – 230,758 230,758 (82,022) 148,736 Other comprehensive l ss for the period: Change i fair value of equity i vestments designated at fair value through other comprehensive i come, net of tax – – – – – (17,466) – – – – (17,466) – (17,466) Exchange differences on translation of foreign operations – – – – – – – – (118,218) – (118,218) (51,499) (169,717) Total comprehensive (loss)/ i come for the period – – – – – (17,466) – – (118,218) 230,758 95,074 (133,521) (38,447) Issue of shares (note 12) 12 3,367 – (822) – – – – – – – 2,545 – 2,545 Equity-settled share option arrangements – – 107 – – – – – – – 107 33 140 Capital contribution from non-control i g i terests – – – – – – – – – – – 295,470 295,470 Transfer from retained profits generated by a subsid ary – – – – – – – 29,259 – (29,259) – – – At 30 June 2023 (unaudited) 1,997,829 645,494 12,631 – 35,685 (39,713) 99,257 220,384 (148,363) 304,992 3,128,196 1,266,980 4,395,176 34 HUA HONG SEMICONDUCTOR LIMITED INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE SIX MONTHS ENDED 30 JUNE 2024 # The asset revaluation reserve arose from a change in use from an # owner-occupied property to an investment property carried at fair value. * These reserve accounts comprise the consolidated reserves of * US$1,333,799,000 (31 December 2023: US$1,367,436,000) in the 1,333,799,000 interim condensed consolidated statement of financial position. 1,367,436,000 2024 INTERIM REPORT 2024 35 INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED 30 JUNE 2024 FOR THE SIX MONTHS ENDED 30 JUNE 2024 2023 (Unaudited) (Unaudited) (US$’000) (US$’000) CASH FLOWS FROM OPERATING ACTIVITIES (Loss)/profit before tax (78,498) 175,681 Adjustments for: Finance costs 49,432 56,700 Share of profits of associates (2,805) (3,504) Interest income (54,808) (25,421) Loss on disposal of items of property, plant and equipment 42 16 Depreciation of property, plant and equipment 258,527 234,954 Amortisation of intangible assets 8,272 5,836 Depreciation of right-of-use assets 3,170 3,209 (Reversal of impairment)/impairment of trade receivables (438) 319 Equity-settled share option expense 11 140 182,905 447,930 (Increase)/decrease in inventories (12,814) 43,287 Increase in properties under development (28,323) (8,951) Decrease/(increase) in trade and notes receivables 4,740 (19,113) (Increase)/decrease in prepayments, other receivables and other assets (32,387) 17,084 Increase in amounts due from related parties (4,815) (3,797) Increase in pledged deposits (198) – Increase/(decrease) in trade payables 10,796 (9,092) Increase/(decrease) in other payables and accruals 75,872 (99,536) Increase/(decrease) in government grants 4,582 (1,873) Decrease in amounts due to related parties (5,536) (1,376) Cash generated from operations 194,822 364,563 Income tax paid (57,272) (71,505) Net cash flows generated from operating activities 137,550 293,058 continued/ 36 HUA HONG SEMICONDUCTOR LIMITED INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED 30 JUNE 2024 FOR THE SIX MONTHS ENDED 30 JUNE 2024 2023 (Unaudited) (Unaudited) (US$’000) (US$’000) CASH FLOWS FROM INVESTING ACTIVITIES Interest received 45,990 27,646 Purchases of items of property, plant and equipment, prepaid lease payment and intangible assets (499,404) (381,586) Purchase of an equity investment designated at fair value through other comprehensive income (17,618) – Proceeds from disposal of items of property, plant and equipment 108 10 Net cash flows used in investing activities (470,924) (353,930) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from bank borrowings 202,447 21,088 Proceeds from issue of shares 693 2,849 Capital contribution from non-controlling interests 1,181,880 296,197 Repayment of bank loans (87,530) (128,092) Increase in pledged deposits (7,369) (167,738) Interest paid (51,955) (57,533) Principal portion of lease payments (3,229) (3,093) Dividends paid (28,876) – Payment of share issued expense – (612) Net cash flows generated from/(used in) financing activities 1,206,061 (36,934) NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS 872,687 (97,806) Cash and cash equivalents at beginning of period 5,585,181 2,008,765 Effect of foreign exchange rate changes, net (34,002) (60,002) CASH AND CASH EQUIVALENTS AT END OF PERIOD 6,423,866 1,850,957 2024 INTERIM REPORT 2024 37 NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 30 June 2024 1. CORPORATE INFORMATION 1. Hua Hong Semiconductor Limited (the “Company”) is a limited liability company incorporated in Hong Kong on 21 January 2005. The registered office of the Company is located at Room 2212, Bank of America Tower, 12 Harcourt Road, Central, 12 Hong Kong. 2212 The principal activity of the Company is investment holding. During the period, the Company’s subsidiaries (collectively refer to as the “Group”) were principally engaged in the manufacture and trading of semiconductor products. In the opinion of the directors, the parent of the Company is Shanghai Huahong (Group) Co., Ltd. (“Huahong Group”), which is a state-owned company established in the People’s Republic of China (“PRC”) and supervised by the Shanghai State-owned Assets Supervision and Administration Commission (“Shanghai SASAC”). The ultimate parent of the Company is Shanghai SASAC. 2.1 BASIS OF PREPARATION 2.1 The interim condensed consolidated financial information for the six months ended 30 June 2024 has been prepared in accordance with HKAS 34 Interim Financial Reporting . The 34 interim condensed consolidated financial information does not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the Group’s annual consolidated financial statements for the year ended 31 December 2023. The financial Information relating to the year ended 31 December 2023 that is included in the interim condensed consolidated statement of financial position as comparative information does not constitute the Company’s statutory annual consolidated financial statements for that year but is derived from those financial statements. Further information relating to 436 those statutory financial statements required to be disclosed in accordance with section 436 of the Hong Kong Companies Ordinance is as follows: 38 HUA HONG SEMICONDUCTOR LIMITED NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 30 June 2024 2.1 BASIS OF PREPARATION (CONTINUED) 2.1 The Company has delivered the financial statements for the 662(3) year ended 31 December 2023 to the Registrar of Companies 6 3 as required by section 662(3) of, and Part 3 of Schedule 6 to, the Hong Kong Companies Ordinance. The Company’s auditor has reported on the financial statements for the year ended 31 December 2023. The auditor’s report was unqualified; did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying its report; and did not contain a statement under sections 406(2), 407(2) or 407(3) of the Hong Kong Companies Ordinance. 406(2) 407(2) 407(3) 2.2 CHANGES IN ACCOUNTING POLICIES AND 2.2 DISCLOSURES The accounting policies adopted in the preparation of the interim condensed consolidated financial information are consistent with those applied in the preparation of the Group’s annual consolidated financial statements for the year ended 31 December 2023, except for the adoption of the following new and revised Hong Kong Financial Reporting Standards (“HKFRSs”) for the first time for the current period’s financial information. Amendments to Lease Liability in a Sale and 16 HKFRS 16 Leaseback Amendments to Classification of Liabilities as 1 HKAS 1 Current or Non-current 1 Amendments to Non-current Liabilities with 7 HKAS 1 Covenants 7 Amendments to Supplier Finance Arrangements HKAS 7 and HKFRS 7 The adoption of above revised standards has no significant financial effect to the Group’s interim condensed consolidated financial information. 2024 INTERIM REPORT 2024 39 NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 30 June 2024 3. OPERATING SEGMENT INFORMATION 3. For management purposes, the Group is organised into one single business unit that includes primarily the manufacture and sale of semiconductor products. Management reviews the consolidated results when making decisions about allocating resources and assessing the performance of the Group. Accordingly, no segment analysis is presented. The principal assets employed by the Group are located in the PRC. Therefore, no segment information based on the geographical location of assets is presented for the period. Revenues are attributed to geographic areas based on the location of customers. Revenues regarding geographical segments based on the location of customers for the period are presented as follows: For the six months ended 30 June 2024 2023 (Unaudited) (Unaudited) (US$’000) (US$’000) China (including Hong Kong) 751,214 966,424 North America 93,070 119,307 Asia (excluding China and Japan) 51,703 84,248 Europe 38,912 77,309 Japan 3,611 14,935 Total 938,510 1,262,223 40 HUA HONG SEMICONDUCTOR LIMITED NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 30 June 2024 4. REVENUE AND OTHER INCOME AND GAINS 4. An analysis of revenue and other income and gains is as follows: For the six months ended 30 June 2024 2023 (Unaudited) (Unaudited) (US$’000) (US$’000) Revenue from contracts with customers Sale of goods 938,510 1,262,223 Other income and gains Rental income 7,118 7,384 Interest income 54,808 25,421 Government subsidies 8,577 15,001 Others 592 2,873 71,095 50,679 2024 INTERIM REPORT 2024 41 NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 30 June 2024 4. REVENUE AND OTHER INCOME AND GAINS 4. (CONTINUED) An analysis of revenue and other income and gains is as follows: (continued) For the six months ended 30 June 2024 2023 (Unaudited) (Unaudited) (US$’000) (US$’000) Type of goods or service Sales of semiconductor products and total revenue from contracts with customers 938,510 1,262,223 Timing of revenue recognition Goods transferred at a point in time and total revenue from contracts with customers 938,510 1,262,223 The disaggregation of the Group’s revenue based on the geographical region for the six months ended 30 June 2024 is included in note 3. 3 5. PROFIT BEFORE TAX 5. The Group’s profit before tax is arrived at after charging/ (crediting): For the six months ended 30 June 2024 2023 (Unaudited) (Unaudited) (US$’000) (US$’000) Cost of inventories sold 858,815 884,970 (Reversal of write-down)/write-down of inventories to net realisable value (8,237) 20,697 (Reversal of impairment)/impairment of trade receivables (438) 319 Exchange differences, net 13,770 46,110 42 HUA HONG SEMICONDUCTOR LIMITED NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 30 June 2024 6. INCOME TAX 6. Profits arising in Hong Kong were subject to profits tax at the 16.5% rate of 16.5% during the period (six months ended 30 June 2023: 16.5%). No provision for Hong Kong profits tax has been 16.5% made as the Company and a subsidiary incorporated in Hong Kong had no assessable income during the period (six months ended 30 June 2023: Nil). The Company’s subsidiary incorporated in the Cayman Islands is not subject to corporate income tax (“CIT”) as it does not have a place of business (other than a registered office) or carry on any business in the Cayman Islands. All of the Group’s subsidiaries registered in the PRC and have operations in Mainland China are subject to PRC enterprise income tax on the taxable income as reported in their PRC statutory accounts adjusted in accordance with relevant PRC 25% income tax laws based on a statutory rate of 25%. Pursuant to the relevant laws and regulations in the PRC and with approval from the tax authorities in charge, preferential tax treatment of 15% is available to entities recognised as High 15% and New Technology Enterprises. Shanghai Huahong Grace Semiconductor Manufacturing Corporation, one of the Group’s subsidiaries was recognised as High and New Technology 15% Enterprise and are entitled to a preferential tax rate of 15% (six 15% months ended 30 June 2023: 15%). Pursuant to the relevant laws and regulations in the PRC and with approval from the tax authorities in charge, one of the Group’s subsidiaries, Huahong Semiconductor (Wuxi) Co., Ltd. (“Hua Hong Wuxi”), is entitled to an exemption from CIT for five years, commencing from the first year that Hua Hong 50% Wuxi generates taxable profit, and a deduction of 50% on the CIT rate for the following five years. Hua Hong Wuxi was in accumulated tax loss positions as of 30 June 2024, and the tax holiday has not begun to take effect. 2024 INTERIM REPORT 2024 43 NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 30 June 2024 6. INCOME TAX (CONTINUED) 6. The major components of income tax (credit)/expense of the Group are as follows: For the six months ended 30 June 2024 2023 (Unaudited) (Unaudited) (US$’000) (US$’000) Current income tax expense – PRC 15,035 47,071 Current income tax expense – elsewhere 2 26 Deferred tax (26,501) (20,152) Total income tax (credit)/expense (11,464) 26,945 7. EARNINGS PER SHARE ATTRIBUTABLE 7. TO ORDINARY EQUITY HOLDERS OF THE PARENT The calculation of the basic earnings per share amounts is based on the profit for the period attributable to ordinary equity holders of the parent and the weighted average number of 1,716,776,029 ordinary shares of 1,716,776,029 in issue during the period (six 1,307,657,291 months ended 30 June 2023: 1,307,657,291). The calculation of the diluted earnings per share amount is based on the profit for the period attributable to ordinary equity holders of the parent. The weighted average number of ordinary shares used in the calculation is the number of ordinary shares in issue during the period, as used in the basic earnings per share calculation, and the weighted average number of ordinary shares assumed to have been issued at no consideration on the deemed exercise or conversion of all dilutive potential ordinary shares into ordinary shares. 44 HUA HONG SEMICONDUCTOR LIMITED NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 30 June 2024 7. EARNINGS PER SHARE ATTRIBUTABLE 7. TO ORDINARY EQUITY HOLDERS OF THE PARENT (CONTINUED) The calculations of basic and diluted earnings per share are based on: For the six months ended 30 June 2024 2023 (Unaudited) (Unaudited) (US$’000) (US$’000) Earnings Profit attributable to ordinary equity holders of the parent, used in the basic earnings per share calculation 38,491 230,758 Number of shares For the six months ended 30 June 2024 2023 (’000) (’000) Shares Weighted average number of ordinary shares in issue during the period used in the basic earnings per share calculation 1,716,776 1,307,657 Effect of dilution-weighted average number of ordinary shares: Share options 2,675 11,002 Total 1,719,451 1,318,659 2024 INTERIM REPORT 2024 45 NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 30 June 2024 8. DIVIDENDS 8. For the six months ended 30 June 2024 2023 US$’000 US$’000 Final declared and paid 28,876 – Final declared and unpaid (included in pledged deposits) 7,357 – Total 36,233 – During the six months ended 30 June 2024, the Company’s shareholders approved 2023 proposed final dividend with a total amount of US$36,233,000 (HK$16.5 cents per ordinary 36,233,000 share) (six months ended 30 June 2023: Nil). 16.5 46 HUA HONG SEMICONDUCTOR LIMITED NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 30 June 2024 9. PROPERTY, PLANT AND EQUIPMENT 9. During the six months ended 30 June 2024, the major changes in property, plant and equipment include: The Group acquired items of property, plant and equipment with a cost of US$511,788,000 (six months 511,788,000 ended 30 June 2023: US$246,129,000). 246,129,000 Depreciation for items of property, plant and equipment was US$258,527,000 during the period (six months ended 258,527,000 30 June 2023: US$234,954,000). 234,954,000 Assets with a net book value of US$56,000 were disposed of by the Group during the six months ended 30 June 2024 (six months ended 30 June 2023: US$45,000). 56,000 45,000 10. TRADE AND NOTES RECEIVABLES 10. 30 June 31 December 2024 2023 (Unaudited) (Audited) (US$’000) (US$’000) Trade receivables 214,852 214,414 Notes receivable 61,773 66,951 276,625 281,365 Impairment of trade receivables (2,243) (2,696) Total 274,382 278,669 2024 INTERIM REPORT 2024 47 NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 30 June 2024 10. T R A D E A N D N O T E S R E C E I V A B L E S 10. (CONTINUED) An ageing analysis of the trade receivables, based on the invoice date and net of provisions, is as follows: 30 June 31 December 2024 2023 (Unaudited) (Audited) (US$’000) (US$’000) Within 3 months 3 213,283 232,485 Over 3 and within 6 months 3 6 60,113 43,762 Over 6 months and within 1 year 6 1 986 2,422 Total 274,382 278,669 11. TRADE PAYABLES 11. An ageing analysis of the trade payables of the Group as at the end of the reporting period, based on the invoice date, is as follows: 30 June 31 December 2024 2023 (Unaudited) (Audited) (US$’000) (US$’000) Within 1 month 1 121,164 149,116 Over 1 but within 3 months 1 3 70,747 42,579 Over 3 but within 6 months 3 6 30,709 16,166 Over 6 but within 12 months 6 12 9,520 11,158 Over 12 months 12 14,066 16,391 Total 246,206 235,410 48 HUA HONG SEMICONDUCTOR LIMITED NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 30 June 2024 12. SHARE CAPITAL 12. Number of Amount of shares in issue share capital (’000) (US$’000) 1 January 2024 1,716,589 4,933,559 Issue of shares with exercise of share options 739 1,911 30 June 2024 (unaudited) 1,717,328 4,935,470 1 January 2023 1,306,837 1,994,462 Issue of shares with exercise of share options 1,310 3,367 30 June 2023 (unaudited) 1,308,147 1,997,829 13. COMMITMENTS 13. The Group had the following contractual commitments at the end of the reporting period: 30 June 31 December 2024 2023 (Unaudited) (Audited) (US$’000) (US$’000) Property, plant and equipment 2,974,585 1,258,232 2024 INTERIM REPORT 2024 49 NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 30 June 2024 14. RELATED PARTY TRANSACTIONS 14. (a) Name and relationship (a) Name of related party Relationship with the Group Huahong Group and its subsidiaries – Hua Hong International Inc. (“Huahong International”) 20.24% Shareholder of the Company 20.24% – Shanghai Huahong Zealcore Electronics Co., Ltd. (“Huahong Zealcore”) Subsidiary of Huahong Group – Shanghai Hongri International Electronics Co., Ltd. (“Hongri”) Subsidiary of Huahong Group – Shanghai Hua Hong Jitong Smart System Co., Ltd. (“Jitong”) Subsidiary of Huahong Group – Shanghai Huali Microelectronics Co., Ltd. (“Shanghai Huali”) Subsidiary of Huahong Group Shanghai Huahong Technology Development Co., Ltd. Associate of the Group (“Huahong Technology Development”) – Shanghai Huahong Real Subsidiary of Huahong Estate Co., Ltd. (“Huahong Real Estate”) Technology Development – Shanghai Huajin Property Subsidiary of Huahong Management Co., Ltd. (“Huajin”) Technology Development 50 HUA HONG SEMICONDUCTOR LIMITED NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 30 June 2024 14. RELATED PARTY TRANSACTIONS 14. (CONTINUED) (b) In addition to the transactions disclosed elsewhere in (b) this financial information, the Group had the following transactions with related parties during the period: For the six months ended 30 June 2024 2023 (Unaudited) (Unaudited) (US$’000) (US$’000) Sales of goods to related parties (note (i)) (i) Huahong Zealcore 9,110 7,698 Hongri 395 785 Purchases of goods from related parties (note (ii)) (ii) Hongri 16,699 10,804 Huahong Zealcore 364 660 Jitong 8 8 Rental income from a related party (note (iii)) (iii) Shanghai Huali 7,016 7,040 Service fee charged by a related party (note (iv)) (iv) Huajin 288 303 Interest expense charged by a related party under lease arrangement as a lessee (note (iv)) (iv) Huahong Real Estate 445 473 Expense paid on behalf of a related party (note (v)) (v) Shanghai Huali 13,585 14,338 2024 INTERIM REPORT 2024 51 NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 30 June 2024 14. RELATED PARTY TRANSACTIONS 14. (CONTINUED) (b) In addition to the transactions disclosed elsewhere in (b) this financial information, the Group had the following transactions with related parties during the period: (Continued) Notes: (i) The sales of goods to the related parties were made (i) according to the prices and terms agreed between the related parties. (ii) The purchases of goods and intangible assets from related (ii) parties were made according to the prices and terms offered by the related parties. (iii) The rental income received from a related party was based (iii) on the prices and terms agreed between the related parties. (iv) The service fees and interest expense charged by related (iv) parties were based on the prices and terms agreed between the related parties. (v) The expense paid on behalf of the related party is interest- (v) free and repayable on demand. 52 HUA HONG SEMICONDUCTOR LIMITED NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 30 June 2024 14. RELATED PARTY TRANSACTIONS 14. (CONTINUED) (c) Compensation of key management personnel of the (c) Group For the six months ended 30 June 2024 2023 (Unaudited) (Unaudited) (US$’000) (US$’000) Short term employee benefits 2,282 1,869 Pension scheme contributions 101 80 Equity-settled share option expense 11 103 Total compensation paid to key management personnel 2,394 2,052 15. FAIR VALUE AND FAIR VALUE HIERARCHY 15. OF FINANCIAL INSTRUMENTS The carrying amounts and fair values of the Group’s financial instruments, other than those with carrying amounts that reasonably approximate to fair values, are as follows: Carrying amounts Fair values 30 June 31 December 30 June 31 December 2024 2023 2024 2023 (US$’000) (US$’000) (US$’000) (US$’000) (Unaudited) (Audited) (Unaudited) (Audited) Financial assets Equity investments designated at fair value through other comprehensive income 285,938 270,506 285,938 270,506 Financial liabilities Interest-bearing bank borrowings 1,964,956 1,906,526 1,967,202 1,911,206 2024 INTERIM REPORT 2024 53 NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 30 June 2024 15. FAIR VALUE AND FAIR VALUE HIERARCHY 15. OF FINANCIAL INSTRUMENTS (CONTINUED) The Group’s finance department headed by the finance manager is responsible for determining the policies and procedures for the fair value measurement of financial instruments. The finance department reports directly to the chief financial officer. At each reporting date, the finance department analyses the movements in the values of financial instruments and determines the major inputs applied in the valuation. The valuation is reviewed and approved by the chief financial officer. The fair values of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following methods and assumptions were used to estimate the fair values of those financial assets and liabilities measured at fair value: The fair values of listed equity investments are based on quoted market prices adjusted by discount for illiquidity if the investments are still in the lock-up period. The fair values of unlisted equity investments designated at fair value through other comprehensive income have been estimated using a market-based valuation technique based on assumptions that are not supported by observable market prices or rates. If there is a recent deal regarding the unlisted investments, the fair values are estimated based on the dealing price. If there is no such deal to be referenced, the directors will determine comparable public companies (peers) based on industry, size, leverage and strategy, and calculates an appropriate price multiple, such as price to book value (“P/B”) multiple and price to sales value (“P/S”) multiple, for each comparable company identified. The multiple is calculated by dividing the enterprise value of the comparable company by net assets. The trading multiple is then discounted for considerations such as illiquidity based on company-specific facts and circumstances. The discounted multiple is applied to the corresponding net assets of the unlisted equity investments to measure the fair value. The directors believe that the estimated fair values resulting from the valuation technique, which are recorded in the consolidated statement of financial position, and the related changes in fair values, which are recorded in other comprehensive income, are reasonable, and that they were the most appropriate values at the end of the reporting period. 54 HUA HONG SEMICONDUCTOR LIMITED NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 30 June 2024 15. FAIR VALUE AND FAIR VALUE HIERARCHY 15. OF FINANCIAL INSTRUMENTS (CONTINUED) Management has assessed that the fair values of the non- current portion of interest-bearing bank borrowings with floating interest rate of the Company approximate to their fair values due to their floating interest rates. The non-current portion of lease liabilities of the Group approximate to their fair values since their carrying amounts are present value and the internal rates of return are close to rates currently available for instruments with similar terms, credit risk and remaining maturities. The fair values of interest-bearing bank borrowings with fixed interest rate have been calculated by discounting the expected future cash flows using rates currently available for instruments with similar terms, credit risk and remaining maturities. The Group’s own non-performance risk for interest-bearing bank borrowings as at 30 June 2024 and 31 December 2023 was assessed to be insignificant. Fair value hierarchy The following tables illustrate the fair value measurement hierarchy of the Group’s financial instruments: Financial assets measured at fair value 30 June 2024 Fair value measurement categorised into Level 1 Level 2 Level 3 Total 1 2 3 US$’000 US$’000 US$’000 US$’000 (Unaudited) (Unaudited) (Unaudited) (Unaudited) Equity investments designated at fair value through other comprehensive income 1,980 281,027 2,931 285,938 2024 INTERIM REPORT 2024 55 NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 30 June 2024 15. FAIR VALUE AND FAIR VALUE HIERARCHY 15. OF FINANCIAL INSTRUMENTS (CONTINUED) Fair value hierarchy (Continued) Financial assets measured at fair value (Continued) 31 December 2023 Fair value measurement categorised into Level 1 Level 2 Level 3 Total 1 2 3 (US$’000) (US$’000) (US$’000) (US$’000) (Audited) (Audited) (Audited) (Audited) Equity investments designated at fair value through other comprehensive income 2,429 265,128 2,949 270,506 During the period, there were no transfers of fair value 1 measurements between Level 1 and Level 2 and no transfers 2 3 into or out of Level 3 for both financial assets and financial liabilities (six months ended 30 June 2023: Nil). 56 HUA HONG SEMICONDUCTOR LIMITED NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 30 June 2024 15. FAIR VALUE AND FAIR VALUE HIERARCHY 15. OF FINANCIAL INSTRUMENTS (CONTINUED) Fair value hierarchy (Continued) The recurring fair value measurement for the Group’s equity investments designated at fair value through other comprehensive income and financial assets at fair value through profit or loss, was made using significant unobservable inputs (Level 3) as at 30 June 2024. Below is a summary of the 3 valuation techniques used and the key inputs to the valuation: Valuation Signi cant Sensitivity of fair value technique unobservable input Range to the input Unlisted equity investment Valuation Average P/S multiple 30 June 2024: 4.5x-11.9x 5% (31 December 2023: 5%) multiples of peers 31 December 2023: increase/decrease would result 4.5x-11.9x in increase/decrease in fair value by 5% (31 December 2023: 5%) 5% 4.5x-11.9x 5% 5% 4.5x-11.9x 5% Discount for illiquidity 2024:20%-30% 5% (31 December 2023: 5%) 2023:20%-30% increase/decrease would result in decrease/increase in fair value by 5% (31 December 2023: 5%) 20%-30% 5% 20%-30% 5% 5% 5% 2024 INTERIM REPORT 2024 57 NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 30 June 2024 15. FAIR VALUE AND FAIR VALUE HIERARCHY 15. OF FINANCIAL INSTRUMENTS (CONTINUED) Fair value hierarchy (Continued) The movements in financial assets categorised into Level 3 3 during the period are as follows: Equity investments designated at fair value through other comprehensive income (US$’000) 1 January 2024 2,949 Exchange realignment (18) 30 June 2024 (unaudited) 2,931 1 January 2023 176,190 Total loss recognised in other comprehensive income (20,250) Exchange realignment (6,168) 30 June 2023 (unaudited) 149,772 58 HUA HONG SEMICONDUCTOR LIMITED NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION 30 June 2024 16. SHARE OPTION SCHEME 16. The Company operates a share option scheme (the “Scheme”) for the purpose of providing incentives and rewards to eligible participants who contribute to the success of the Group’s operations. The following share options were outstanding during the period: Number of options 2024 2023 (’000) (’000) At 1 January 21,422 23,438 Exercised during the period (739) (1,310) Forfeited during the period (205) (13) At 30 June 20,478 22,115 17. EVENT AFTER THE REPORTING PERIOD 17. To the date of approval of the interim condensed consolidated financial information, there is no material subsequent event undertaken by the Group. 18. APPROVAL OF THE INTERIM CONDENSED 18. CONSOLIDATED FINANCIAL INFORMATION The interim condensed consolidated financial information was approved and authorised for issue by the board of directors on 29 August 2024. 2024 INTERIM REPORT 2024 59 OTHER DISCLOSURES 30 JUNE 2024 SHARE OPTION SCHEME The Company adopted a share option scheme on 1 September 2015, which became effective on 4 September 2015. The share option scheme shall be valid and effective for a period of 7 years commencing on the date of adoption. It has therefore expired on 1 September 2022. No further options could be 20,477,972 granted, and none has been granted, under the Share 1.19% Option Scheme from that date. As of 30 June 2024, the Company had options for 20,477,972 shares outstanding under the share option scheme, which represented approximately 1.19% of the Company’s issued shares as of that date. The table below sets out details of outstanding options granted to Directors and other grantees under the share option scheme and transactions during the six months ended 30 June 2024: 60 HUA HONG SEMICONDUCTOR LIMITED OTHER DISCLOSURES 30 June 2024 Number of share options Name or category of participants Directors Mr. Junjun Tang Former directors Other employees In aggregate Granted on 4 September 2015 – 988,000 – 29,262,000 – – 30,250,000 Granted on 24 December 2018 – – 680,000 – 33,820,000 – 34,500,000 Granted on 29 March 2019 500,000 – – – – – 500,000 Granted on 23 December 2019 – – – – – 2,482,000 2,482,000 Cancelled/lapsed during the year 2015 – – – -130,000 – – -130,000 Cancelled/lapsed during the year 2016 – – – -1,458,000 – – -1,458,000 Cancelled/lapsed during the year 2017 – – – -1,353,399 – – -1,353,399 Cancelled/lapsed during the year 2018 – – – -754,595 – – -754,595 Cancelled/lapsed during the year 2019 – – -600,000 -58,000 -1,035,000 -36,000 -1,729,000 Cancelled/lapsed during the year 2020 – -119,000 -80,000 – -993,904 -84,000 -1,276,904 Cancelled/lapsed during the year 2021 -62,500 – – – -5,751,868 -592,993 -6,407,361 Cancelled/lapsed during the year 2022 – – – – -543,728 -73,983 -617,711 Cancelled/lapsed during the year 2023 -8,168 -6,900 -15,068 Exercised during the period – – – – 705,951 33,500 739,451 Cancelled during the period – – – – – – – Lapsed during the period – – – – -87,758 -116,668 -204,426 Outstanding as at 1 January 2024 437,500 – – – 19,468,191 1,516,248 21,421,849 Outstanding as at 30 June 2024 437,500 – – – 18,674,392 1,366,080 20,477,972 Vesting period of share options Note 1 Note 2 Note 3 Note 2 Note 3 Note 4 1 2 3 2 3 4 Exercise period of share options Note 5 Note 6 Note 7 Note 6 Note 7 Note 8 5 6 7 6 7 8 Exercise price of share options HK$18.400 HK$6.912 HK$15.056 HK$6.912 HK$15.056 HK$17.952 18.400 6.912 15.056 6.912 15.056 17.952 Weighted average closing price of the shares immediately before the dates on which the share options were exercised HK$19.20 HK$21.65 19.20 21.65 2024 INTERIM REPORT 2024 61 OTHER DISCLOSURES 30 June 2024 Notes: 1 Subject to conditions as set out in the grant notice, one 1 fourth of the options shall vest on each of 23 December 2021, 12 August 2022, 11 August 2023 and 9 August 2024 2 Subject to conditions as set out in the grant notices, one 2 third of the options shall vest on each of 4 September 2017, 4 September 2018 and 4 September 2019 3 Subject to conditions as set out in the grant notices, for 3 employees at or above the level of the vice president, one fourth of the options shall vest on each of 24 December 2020, 24 December 2021, 24 December 2022 and 24 December 2023; for the other employees, one third of the options shall vest on each of 24 December 2020, 24 December 2021 and 24 December 2022 4 Subject to conditions as set out in the grant notices, for 4 employees at or above the level of the vice president, one fourth of the options shall vest on each of 23 December 2021, 23 December 2022, 23 December 2023 and 23 December 2024; for the other employees, one third of the options shall vest on each of 23 December 2021, 23 December 2022 and 23 December 2023 5 The exercise period of share options is from 29 March 5 2021 to 28 March 2026 6 The exercise period of share options is from 4 September 6 2017 to 3 September 2022 7 The exercise period of share options is from 24 7 December 2020 to 23 December 2025 8 The exercise period of share options is from 23 8 December 2021 to 22 December 2026 Please refer to note 16 of the Notes to the Interim 16 Condensed Consolidated Financial Information for further details. 62 HUA HONG SEMICONDUCTOR LIMITED OTHER DISCLOSURES 30 June 2024 DIRECTORS’ AND CHIEF EXECUTIVE’S INTERESTS IN SHARES AND UNDERLYING SHARES OF THE COMPANY As of 30 June 2024, except as disclosed below, none of the Directors nor the Chief Executive of the Company had any interests and short positions in the shares, XV underlying shares or debentures of the Company or any 352 associated corporation (within the meaning of Part XV of SFO), as recorded in the register kept under section 352 of the SFO, or as otherwise notified to the Company and the Hong Kong Stock Exchange pursuant to the Model Code. Number of underlying shares Approximate held in percentage of Name of Director Capacity long position (1) interests (1) Mr. Junjun Tang Beneficial owner 448,500 0.03% Note: (1) Including (i) long position in 437,500 underlying shares (1) (i) 437,500 of the Company under share options granted pursuant (ii) to the Share Option Scheme and (ii) 11,000 A shares A of the Company as disclosed in the announcement 11,000 A regarding the plan for additional acquisition of A Shares 61 of the Company by certain senior management dated 5 January 2024. Please refer to page 61 for particulars of outstanding options as of 1 January 2024 and 30 June 2024 respectively. 2024 INTERIM REPORT 2024 63 OTHER DISCLOSURES 30 June 2024 SUBSTANTIAL SHAREHOLDERS’ AND OTHER PERSONS’ OWNERSHIP IN THE SHARES AND UNDERLYING SHARES OF THE COMPANY As of 30 June 2024, persons other than a Director or Chief Executive of the Company, having ownership 5% of 5% or more or short positions in the shares and underlying shares of the Group, were as follows: Approximate percentage of aggregate ownership Capacity and Number of in issued share Substantial shareholders nature of ownership shares held capital* * Shanghai Hua Hong International, Inc. Legal and beneficial owner 347,605,650 (1) 20.24% (Hua Hong International) (2) (2) Shanghai Huahong (Group) Co., Ltd. Interest in a controlled 347,605,650(1) 20.24% (Huahong Group) (2) corporation (2) Legal and beneficial owner 1,198,517(3) 0.07% Sino-Alliance International, Ltd. Legal and beneficial owner 160,545,541(1)(4) 9.35% (Sino-Alliance International) Sino-Alliance International, Ltd. Interest in a controlled 28,415,606(1) 1.65% (Sino-Alliance International) corporation Shanghai Alliance Investment Interest in a controlled 188,961,147(1)(5) 11.00% Ltd. (SAIL) corporation Xinxin (Hongkong) Capital Co., Limited Legal and beneficial owner 168,262,925(1) 9.80% Xun Xin (Shanghai) Investment Co., Ltd. Interest in a controlled 168,262,925(1) 9.80% corporation China Integrated Circuit Industry Interest in a controlled 168,262,925(1) 9.80% Investment Fund Co., Ltd. corporation 64 HUA HONG SEMICONDUCTOR LIMITED OTHER DISCLOSURES 30 June 2024 SUBSTANTIAL SHAREHOLDERS’ AND OTHER PERSONS’ OWNERSHIP IN THE SHARES AND UNDERLYING SHARES OF THE COMPANY (Continued) Notes: (1) Long positions in the shares of the Company. (1) (2) Hua Hong International is a wholly-owned subsidiary of (2) Huahong Group. (3) Huahong Group directly held a total of 1,198,517 A (3) 1,198,517 A shares. (4) Including 3,084 shares held in escrow by Sino-Alliance (4) Sino-Alliance International International pursuant to an escrow arrangement. 3,084 (5) SAIL indirectly held beneficial ownership in the Company (5) Sino-Alliance through two wholly-owned subsidiaries, including Sino- International Alliance International. * The percentages are calculated based on the total * number of issued shares of the Company as of 30 June 1,717,328,145 2024, i.e., 1,717,328,145 shares. Except as disclosed above, so far as is known to any of the Directors and Chief Executive of the Company, as of 30 June 2024, no other person or corporation had any beneficial ownership or short positions in any shares or 336 underlying shares of the Company which was recorded in the register required to be kept by the Company pursuant to section 336 of the SFO. PURCHASE, SALE OR REDEMPTION OF SECURITIES Neither the Company nor any of its subsidiaries purchased, sold or redeemed any of the Company’s listed securities during the six months ended 30 June 2024. GEARING RATIO The Group monitors capital using a gearing ratio, which is net debt divided by total equity plus net debt. The Group includes, within net debt, trade payables, other payables and accruals, interest-bearing bank borrowings, lease liabilities and amounts due to related -64.39% parties, less cash and cash equivalents. The Group’s -55.79% gearing ratio as at 30 June 2024 was -64.39% (31 December 2023: -55.79%). 2024 INTERIM REPORT 2024 65 OTHER DISCLOSURES 30 June 2024 EMPLOYEES AND REMUNERATION POLICIES As at 30 June 2024, the Company had approximately 7,000 employees in the PRC and overseas (30 7,000 6,700 June 2023: approximately 6,700). The Company’s remuneration policy is reviewed periodically and determined by reference to the analysis on market competitiveness, company performance, and individual qualifications and performance. Staff benefits include medical schemes, mandatory social insurance and provident fund etc. COMPLIANCE WITH THE DEED OF NON-COMPETITION AND DEED OF RIGHT OF FIRST REFUSAL Huahong Group, SAIL and INESA, being controlling shareholders of the Company at the time, entered into a deed of non-competition (the “Deed of Non- competition”) dated 23 September 2014, details of which have been set out in the paragraph headed “Non-competition Undertaking” in the section headed “Relationship with Controlling Shareholders” of the Company’s prospectus dated 3 October 2014 (the “Prospectus”). In addition, Huahong Group and SAIL entered into a deed of right of first refusal (the “Deed of Right of First Refusal”) dated 10 June 2014, details of which have been set out in the paragraph headed “Right of First Refusal” in the section headed “Relationship with Controlling Shareholders” of the Prospectus. As of 30 June 2024, the Company has reviewed the written declaration from each of Huahong Group, SAIL and INESA on their compliance with their commitments under the Deed of Non-competition and the Deed of Right of First Refusal (as the case may be). The Independent Non-Executive Directors have reviewed the status of compliance and confirmed that all the commitments under the Deed of Non-competition and the Deed of Right of First Refusal (as the case may be) have been complied with by the relevant parties. 66 HUA HONG SEMICONDUCTOR LIMITED OTHER DISCLOSURES 30 June 2024 CORPORATE GOVERNANCE The Company is committed to maintaining a high standard of corporate governance with a view to safeguarding the interests of its shareholders and enhancing corporate value and accountability. The Board is of the view that the Company has complied with the code provisions set out in the C1 Corporate Governance Code as contained in Appendix C1 of the Listing Rules during the six-month period ended 30 June 2024. CODE OF CONDUCT FOR SECURITIES TRANSACTIONS BY DIRECTORS The Company has adopted a code of conduct regarding the Directors’ securities transactions on terms no less exacting than the required standard set out in the Model Code. Having made specific enquiries of all Directors, the Company has received their confirmation that they have complied with the required standard as set forth in the Model Code during the six-month period ended 30 June 2024. AUDIT COMMITTEE The Audit Committee, comprising one Non-executive Director and two Independent Non-executive Directors of the Company, has reviewed and approved the unaudited results of the Group for the six months ended 30 June 2024 and has discussed with management the accounting principles and practices adopted by the Group, internal controls and financial reporting matters. 2024 INTERIM REPORT 2024 67 OTHER DISCLOSURES 30 June 2024 PUBLICATION OF INTERIM REPORT ON THE WEBSITES OF THE HONG KONG STOCK EXCHANGE AND THE COMPANY The interim report for the six months ended 30 June D2 2024 containing information required by Appendix D2 of the Listing Rules will be dispatched to shareholders ( www.hkexnews.hk ) and published on the websites of the Hong Kong ( www.huahonggrace.com ) Stock Exchange (www.hkexnews.hk) and the Company (www.huahonggrace.com) in due course. By Order of the Board Hua Hong Semiconductor Limited Mr. Suxin Zhang Chairman and Executive Director 68 HUA HONG SEMICONDUCTOR LIMITED www.huahonggrace.com