彩客新能源2025年年度报告

(Incorporated in the Cayman Islands with limited liability)（於開曼群島註冊成立的有限公司）Stock Code 股份代號：1986 2025ANNUAL REPORT年報 Contents 2Corporate Information6Financial Highlights7Five-Year Financial Summary9Chairman’s Report12Management Discussion and Analysis30Environment, Social and Governance Report105Directors and Senior Management110Directors’ Report137Report of Corporate Governance167Independent Auditor’s Report176Consolidated Statement of Profit or Loss andOther Comprehensive Income178Consolidated Statement of Financial Position180Consolidated Statement of Changes in Equity183Consolidated Statement of Cash Flows186Notes to Financial Statements288Definitions Corporate Information BOARD OF DIRECTORS 1 2 Executive Directors1 Mr. GE Yi(Chairman)Mr. BAI Kun(Vice Chairman)2 Non-executive Directors Mr. FONTAINE Alain VincentMr. PAN Deyuan FONTAINE Alain Vincent 3 Independent non-executive Directors3 45 Mr. ZHU Lin(Lead independent non-executive Director)4Mr. YU MiaoMs. LU Xin5(Appointed on 10 April 2025) 1.1.Ms. ZHANG Nan has resigned as an Executive Director witheffect from 8 January 2025 as she would like to devote moretimeto the investment development business of the Group.For details, please refer to the announcement of the Companydated 8 January 2025. 2.2.Mr. BAI Kun has been appointed as the Vice Chairman witheffectfrom 30 March 2026.For details,please refer to theannouncement of the Company dated 30 March 2026. 3.3.Ms.ZHANG Feiyan has resigned as an independent non-executive Director with effect from 10 April 2025 as she wishedto devote more time to her personal commitments. For details,please refer to the announcement of the Company dated 10April 2025. 4. 4.Mr. ZHU Lin has been designated as the lead independentnon-executiveDirector with effect from 30 March 2026.Fordetails,please refer to the announcement of the Companydated 30 March 2026. 5. 5.M s .L U X i n h a s b e e n a p p o i n t e d a s a n i n d e p e n d e n tnon-executiveDirector with effect from 10 April 2025.Fordetails,please refer to the announcement of the Companydated 10 April 2025. COMPANY SECRETARYMr. BAI Kun AUTHORISED REPRESENTATIVES Mr. GE YiMr. BAI Kun AUDIT COMMITTEE 6 Mr. ZHU Lin(Chairman)Mr. YU MiaoMs. LU Xin6(Appointed on 10 April 2025) REMUNERATION COMMITTEE 7 Mr. YU Miao(Chairman)Mr. ZHU LinMs. LU Xin7(Appointed on 10 April 2025) NOMINATION COMMITTEE Mr. GE Yi(Chairman)Mr. ZHU LinMs. LU Xin8(Appointed on 10 April 2025) 8 6.Upon the resignation of Ms. ZHANG Feiyan, her vacancy inthe Audit Committee has been filled by Ms. LU Xin. For details,please refer to the announcement of the Company dated 10April 2025. 6. 7.Upon the resignation of Ms. ZHANG Feiyan, her vacancy inthe Remuneration Committee has been filled by Ms. LU Xin.For details, please refer to the announcement of the Companydated 10 April 2025. 7. 8.Upon the resignation of Ms. ZHANG Feiyan, her vacancy inthe Nomination Committee has been filled by Ms. LU Xin. Fordetails,please refer to the announcement of the Companydated 10 April 2025. 8. Corporate Information REGISTERED OFFICE P.O. Box 472Harbour Place, 2nd Floor, North Wing103 South Church StreetGeorge TownGrand CaymanCayman Islands KY1-1106 P.O. Box 472Harbour Place, 2nd Floor, North Wing103 South Church StreetGeorge TownGrand CaymanCayman Islands KY1-1106 HEAD OFFICE IN THE PRC 10910 Building No. 10109 JinghaisanluBeijing Economic-Technological Development AreaThe PRC PRINCIPAL PLACE OF BUSINESS IN HONG KONG 131 31st FloorTower TwoTimes Square1 Matheson StreetCauseway BayHong Kong PRINCIPAL SHARE REGISTRAR AND TRANSFER OFFICE International Corporation Services LtdP.O. Box 472Harbour Place, 2nd Floor, North Wing103 South Church StreetGeorge TownGrand CaymanCayman Islands KY1-1106 International Corporation Services LtdP.O. Box 472Harbour Place, 2nd Floor, North Wing103 South Church StreetGeorge TownGrand CaymanCayman Islands KY1-1106 HONG KONG BRANCH SHARE REGISTRAR 1617 Tricor Investor Services Limited17/F, Far East Finance Centre16 Harcourt RoadHong Kong LEGAL ADVISER As to Hong Kong law:Jingtian & Gongcheng LLPSuites 3203-3209, 32/FEdinburgh Tower, The Landmark15 Queen’s Road CentralCentralHong Kong 153232033209 AUDITOR 181151501-1508 Confucius International CPA LimitedCertified Public AccountantsRegistered Public Interest Entity AuditorRooms 1501-8, 15/F, Tai Yau Building181 Johnston RoadWanchaiHong Kong STOCK CODE 1986 1986 PRINCIPAL BANKERS China Construction Bank (Dongguang Branch)Bank of China (Dongguang Branch)Agricultural Bank of China (Dongguang Branch) INVESTOR ENQUIRIES www.tsaker.com Website: www.tsaker.com Financial Highlights Forthe year ended 31 December 2025,revenue of the Groupamounted to approximately RMB1,919.5 million, representing andecreaseof approximately RMB237.5 million or approximately11.0% as compared with that in the same period of 2024. For the year ended 31 December 2025, gross profit of the Groupamountedto approxima