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1、2024 ANNUAL REPORT2024 ANNUAL REPORTStock Codes:1810(HKD counter)and 81810(RMB counter)This annual report(in both English and Chinese versions)has been posted on the Companys website at and the Stock Exchanges website at www.hkexnews.hk.Shareholders who have chosen to rely on copies of the corporate
2、 communications(including but not limited to annual report and(where applicable)summary financial report,interim report and(where applicable)summary interim report,notice of meeting,listing document,circular and proxy form)posted on the aforesaid websites in lieu of any or all the printed copies the
3、reof may request the printed copy of the annual report.Shareholders who have chosen or are deemed to have consented to receive the corporate communications using electronic means and who have difficulty in receiving or gaining access to the annual report posted on the Companys website will promptly
4、upon request be sent the annual report in printed form free of charge.Shareholders may at any time choose to change their choice of means of receipt(in printed form or by electronic means through the Companys website)and language(in English only,in Chinese only or in both Chinese and English)of all
5、future corporate communications from the Company by sending reasonable prior notice in writing by post to the Hong Kong Share Registrar at 17M Floor,Hopewell Centre,183 Queens Road East,Wan Chai,Hong Kong or by email at .hk.CONTENTSCORPORATE INFORMATIONFIVE-YEAR FINANCIAL SUMMARYCHAIRMANS STATEMENTM
6、ANAGEMENT DISCUSSION AND ANALYSISDIRECTORS REPORTCORPORATE GOVERNANCE REPORTENVIRONMENTAL,SOCIAL AND GOVERNANCE REPORTINDEPENDENT AUDITORS REPORTCONSOLIDATED FINANCIAL STATEMENTSDEFINITIONS4681733881102222283702XIAOMI CORPORATIONWe relentlessly build amazing products with honest prices to let everyo
7、ne in the world enjoy a better life through innovative technology32024 ANNUAL REPORT4XIAOMI CORPORATIONCORPORATEINFORMATIONBoard of DirectorsExecutive DirectorsLei Jun?(Chairman of the Board)Lin Bin?(Vice Chairman of the Board)Liu De?Non-Executive DirectorLiu Qin?Independent Non-Executive DirectorsC
8、hen Dongsheng?Wong Shun Tak?Tong Wai Cheung Timothy?(resigned with effect from January 8,2024)Cai Jinqing?(appointed with effect from January 8,2024)Audit CommitteeWong Shun Tak?(Chairman)Liu Qin?Chen Dongsheng?Remuneration CommitteeChen Dongsheng?(Chairman)Lei Jun?Wong Shun Tak?Nomination Committee
9、Wong Shun Tak?(Chairman)(appointed with effect from January 8,2024)Lin Bin?Tong Wai Cheung Timothy?(resigned with effect from January 8,2024)Cai Jinqing?(appointed with effect from January 8,2024)Corporate Governance CommitteeChen Dongsheng?(Chairman)Wong Shun Tak?Tong Wai Cheung Timothy?(resigned w
10、ith effect from January 8,2024)Cai Jinqing?(appointed with effect from January 8,2024)Joint Company SecretariesSo Ka Man?Liu Hao?Authorized RepresentativesLin Bin?So Ka Man?AuditorPricewaterhouseCoopersCertified Public Accountants and Registered Public Interest Entity Auditor22/F,Princes Building,Ce
11、ntral,Hong Kong52024 ANNUAL REPORTRegistered OfficeMaples Corporate Services LimitedPO Box 309Ugland HouseGrand Cayman,KY1-1104Cayman IslandsHead Office and Principal Place ofBusiness in Mainland ChinaXiaomi CampusAnningzhuang RoadHaidian DistrictBeijingThe Peoples Republic of ChinaPrincipal Place o
12、f Business in Hong KongRoom 1928,19/F,Lee Garden One 33 Hysan AvenueCauseway Bay Hong KongHong Kong Legal AdvisorSkadden,Arps,Slate,Meagher&Flom42/F,Edinburgh TowerThe Landmark15 Queens Road CentralHong KongCompliance AdvisorGuotai Junan Capital Limited27/F,Low Block Grand Millennium Plaza 181 Queen
13、s Road CentralHong KongHong Kong Share RegistrarComputershare Hong Kong Investor Services LimitedShops 17121716,17th FloorHopewell Centre183 Queens Road EastWan ChaiHong KongPrincipal Share Registrar and Transfer OfficeMaples Fund Services(Cayman)LimitedPO Box 1093,Boundary HallCricket SquareGrand C
14、ayman,KY1-1102Cayman IslandsPrincipal BankerShouti Technology Finance Sub-Branch,Beijing Branch,China Merchants BankStock Codes1810(HKD counter)and 81810(RMB counter)Company WFIVE-YEAR FINANCIAL SUMMARY6XIAOMI CORPORATIONCondensed consolidated statements of comprehensive incomeYear ended December 31
15、,20242023202220212020RMB000RMB000RMB000RMB000RMB000Revenue 365,906,350270,970,141280,044,016328,309,145245,865,633Gross profit 76,560,19457,476,23947,577,19058,260,941 36,751,862Operating profit 24,502,89620,008,6702,816,49826,028,664 24,034,729Profit before income tax 28,126,65322,011,0473,933,9562
16、4,417,033 21,633,432Profit for the year 23,578,44917,474,1962,502,56819,283,235 20,312,710Profit attributable to owners of the Company23,658,12617,475,1732,474,03019,339,321 20,355,504Total comprehensive income for the year 24,338,68518,510,0616,247,92317,879,021 17,949,889Total comprehensive income
17、 attributable to owners of the Company 24,407,69618,507,5486,201,66917,940,990 17,986,452Non-IFRS Measure:Adjusted net profit 27,234,53119,272,7548,518,00722,039,474 13,006,363Condensed consolidated balance sheetsAs of December 31,20242023202220212020RMB000RMB000RMB000RMB000RMB000AssetsNon-current a
18、ssets177,446,523125,194,739113,092,416107,040,469 77,396,988Current assets225,708,766199,052,700160,414,795185,851,401 176,282,835Total assets403,155,289324,247,439273,507,211292,891,870 253,679,823Equity and liabilitiesEquity attributable to owners of the Company188,737,777163,995,489143,658,458137
19、,212,906 123,691,696Non-controlling interests467,342266,279264,602219,590 321,819Total equity189,205,119164,261,768143,923,060137,432,496 124,013,515Non-current liabilities 38,565,18044,398,07539,956,61839,731,90321,739,380Current liabilities 175,384,990115,587,59689,627,533115,727,471107,926,928Tot
20、al liabilities 213,950,170159,985,671129,584,151155,459,374129,666,308Total equity and liabilities 403,155,289324,247,439273,507,211292,891,870253,679,82372024 ANNUAL REPORTNotes:(1)Since the second quarter of 2024,we have updated our business into two main business segments,including smartphone AIo
21、T segment,and smart EV and other new initiatives segment.The smartphone AIoT segment encompasses smartphones,IoT and lifestyle products,internet services and other related business.The smart EV and other new initiatives segment encompasses smart EV and other related business.(2)As of December 31,202
22、4,excluding smartphones,tablets and laptops.(3)In December 2024,global monthly active users including smartphones and tablets.Year ended December 31,2024Total revenue365.9RMB billionSmartphone AIoT segment(1)revenue333.2RMB billionSmart EV and other new initiatives segment(1)revenue32.8RMB billionGr
23、oss profit margin20.9%Smart EV deliveries136,854vehiclesConnected IoT devices(2)904.6million unitsGlobal MAU(3)702.3millionSmartphone shipments168.5million unitsCHAIRMANS STATEMENT8XIAOMI CORPORATIONDear Shareholders,I am pleased to present our annual report for the year ended December 31,2024 to th
24、e shareholders.Business Review and OutlookOVERALL PERFORMANCESMARTPHONE X AIOTCORPORATE SOCIAL RESPONSIBILITYSMART EV AND OTHER NEW INITIATIVES1.Overall performanceAs we continue to execute our operating strategy of“steadfastly forging ahead”and strengthen our capabilities,all of our business segmen
25、ts have achieved significant growth in 2024.Total revenue for the year reached a record high of RMB365.9 billion,representing an increase of 35.0%year-over-year.In 2024,revenue of our Smartphone AIoT segment reached RMB333.2 billion,up 22.9%year-over-year;revenue of our smart Electric Vehicle(“EV”)a
26、nd other new initiatives segment reached RMB32.8 billion.In 2024,our adjusted net profit reached a record high of RMB27.2 billion,up 41.3%year-over-year,which included RMB6.2 billion in adjusted net loss related to our smart EV and other new initiatives1.1 Excluding share-based compensation expenses
27、(SBC)of RMB0.9 billion and other non-recurring profit or loss related to smart EV and other new initiatives for the year.92024 ANNUAL REPORTIn 2024,we continued to advance our corporate strategy of“Human Car Home”.According to Canalys,in 2024,our smartphone shipments ranked among the top three globa
28、lly for the four consecutive years with a market share of 13.8%,an increase of 1.0 percentage point year-over-year.In December 2024,our global monthly active users(“MAU”)2 reached another record high of 702.3 million,up 9.5%year-over-year.As of December 31,2024,the number of connected IoT devices on
29、 our AIoT platform(excluding smartphones,tablets and laptops)increased to 904.6 million,up 22.3%year-over-year.Our smart EV business is making remarkable progress.As of December 31,2024,we have delivered a total of 136,854 Xiaomi SU7 Series vehicles.Our goal for the next decade of 20202030 is to inv
30、est in foundational core technologies and to become a global leader in the evolving realm of cutting-edge technologies.In 2024,our R&D expenses increased by 25.9%year-over-year to RMB24.1 billion.As of December 31,2024,we had 21,190 research and development personnel,accounting for 48.5%of our total
31、 employees.In addition,we continued to extend our intellectual property capabilities.As of December 31,2024,we had obtained over 42,000 patents worldwide,including more than 1,000 patents in EV-related technologies.In 2024,we continued to deepen our efforts in technological innovation and continued
32、to introduce new and innovative products to our users.In terms of software,in October 2024,we introduced Xiaomi HyperOS 2,featuring three core technologies including HyperCore,HyperConnect and HyperAI,offering a fresh,advanced experience in fundamental functionality,cross-device smart connectivity,a
33、nd AI functions.We also fully embrace the rapid developments of the AI industry and strive to integrate cutting-edge AI technology into our products and operations.We have significantly enhanced our AI infrastructure investments and solidified our fundamental capability.In terms of core technology d
34、evelopments,we use foundation models as our strategic cornerstone while applying continuous innovations across multiple modalities including computer vision,audio and speech processing.We integrate AI into Xiaomi HyperOS 2,bringing AI technologies across our Smartphones,Smart home devices and Smart
35、EVs,empowering our“Human Car Home”strategy and continuously enhancing users intelligent experience.Meanwhile,we integrate AI in all aspects of our internal business operations to optimize efficiency across manufacturing,sales,customer services,and employee workflows.2 Including smartphones and table
36、ts.10XIAOMI CORPORATIONIn 2024,we achieved significant breakthroughs in our premiumization strategy.According to third-party data,in 2024,our premium smartphone3 shipments accounted for 23.3%of our total smartphone shipments in mainland China,representing an increase of 3.0 percentage points year-ov
37、er-year.According to third-party data,in 2024,our market share in the RMB4,0005,000 segment in mainland China ranked No.1,reaching 24.3%with an increase of 0.2 percentage points year-over-year.Our market share in the RMB5,0006,000 segment in mainland China reached 9.7%,up 1.3 percentage points year-
38、over-year.We continued to expand our global footprint while deepening our penetration worldwide.In 2024,our revenue from overseas markets reached RMB153.3 billion,accounting for 41.9%of our total revenue or 46.0%of our Smartphone AIoT segment revenue.According to Canalys,in 2024,our smartphone shipm
39、ents ranked among the top three across 56 countries and regions globally and ranked among the top five across 69 countries and regions globally.In particular,we achieved significant growth in our smartphone market share in Africa,Southeast Asia and the Middle East in 2024,increasing by 2.4 percentag
40、e points,2.0 percentage points,and 1.5 percentage points year-over-year respectively,reaching 11.3%,16.1%,and 18.6%.The year 2024 marks the acceleration and ecosystem upgrades of our new retail strategy in mainland China,aided by our“Human Car Home”strategy.As of December 31,2024,the number of our o
41、ffline retail stores in mainland China reached nearly 15,000.According to third-party data,in 2024,our market share of smartphone shipments through offline channels in mainland China was 10.3%,up 1.9 percentage points year-over-year.In 2025,we position our new retail strategy as the Year of Balanced
42、 Expansion.We will expand our store network across mainland China,in particular focusing on the deployment of large-format stores,while enhancing the operations of our offline retail network.Meanwhile,we expect to expand approximately 10,000 new Mi Home stores overseas in the next five years.We have
43、 achieved solid margins and profitability in 2024.Our gross profit margin reached 20.9%at the Group level.The gross profit margin of our Smartphone AIoT segment reached 21.2%.The gross profit margin of our smart EV and other new initiatives segment reached 18.5%.Owing to our relentless efforts in co
44、st saving and efficiency enhancements,the Groups overall operating expense ratio reached 15.0%in 2024,a decrease of 1.0 percentage point year-over-year.The operating expense ratio of our Smartphone AIoT segment reached 12.6%,a decrease of 0.7 percentage points year-over-year.In 2024,our adjusted net
45、 profit reached record high of RMB27.2 billion,up 41.3%year-over-year.We have also been actively repurchasing our shares in the open market,and we repurchased HKD3.7 billion,or 249.2 million shares,in 2024.3 Premium smartphones in mainland China are models with retail prices at or above RMB3,000.112
46、024 ANNUAL REPORT2.Smartphone AIoT In 2024,revenue from our Smartphone AIoT segment reached RMB333.2 billion,up 22.9%year-over-year.The gross profit margin of our Smartphone AIoT segment was 21.2%,similar to the levels in 2023.The average selling price(“ASP”)of our smartphones reached RMB1,138.2 in
47、2024,up 5.2%year-over-year and a record high.Smartphones In 2024,our smartphone revenue reached RMB191.8 billion,up 21.8%year-over-year,with a gross profit margin of 12.6%.Our global smartphone shipments reached 168.5 million units,up 15.7%year-over-year.According to Canalys,in 2024,we maintained ou
48、r No.3 global smartphone shipment ranking with a 13.8%market share.We continued to execute our dual-brand strategy.Under the Xiaomi brand,in July 2024,we unveiled the Xiaomi MIX Fold 4 and our first compact foldable smartphone,the Xiaomi MIX Flip.The Xiaomi MIX Fold 4 features our proprietary hinge
49、2.0,and adopts“all-carbon architecture”4,which significantly enhances overall strength and durability and considerably reduces weight.Equipped with a 4.01-inch outer display,the Xiaomi MIX Flip,our first compact foldable smartphone,seamlessly supports over 200 of the most popular mobile applications
50、.The Xiaomi MIX Flip,powered by the Snapdragon 8 Gen 3 Mobile Platform,features a 4,780mAh Xiaomi Surge battery and a dual-camera system with Leica optical lenses,blending stylish design with advanced technological features and dual-camera flagship performance.In October 2024,we unveiled the Xiaomi
51、15 Series.5 Running on Xiaomi HyperOS 2,the Xiaomi 15 Series debuts the Snapdragon 8 Elite mobile platform processor,and also boasts three professional Leica lenses and an energy-efficient high-brightness screen.Powered by the Xiaomi Surge battery,the Xiaomi 15 Series introduces an ultrasonic under-
52、display fingerprint unlocking feature for the first time,further elevating the overall user experience.In February and March 2025,we launched Xiaomi 15 Ultra sequentially in Mainland China and overseas markets.The Xiaomi 15 Ultra features a new Leica Ultra-Pure Optical System with a 1-inch main came
53、ra and a Leica 200MP super-telephoto len to upgrade imaging performance.The Xiaomi 15 Ultra is powered by the Snapdragon 8 Elite mobile platform processor and a 6,000mAh Xiaomi Surge battery to elevate the flagship performance.4 The hinge floating plate,display backing plate and middle plate battery
54、 compartment are all precision-molded from T800H carbon fiber material.5 Including Xiaomi 15,Xiaomi 15 Pro,Xiaomi 15 Custom Edition and Xiaomi 15 Limited Edition.12XIAOMI CORPORATIONUnder the Redmi brand,in July 2024,we unveiled the Redmi K70 Ultra Series,powered by MediaTek Dimensity 9300+chipset,a
55、 collaborative innovation from the Redmi MediaTek Joint Laboratory,alongside the Rage Gaming D1 chip that works as a display processor.In addition,the Redmi K70 Ultra incorporates our next-generation 3D“ice-sealed cooling system”,ensuring enhanced performance stability across all features.The Redmi
56、K70 Ultra also debuts our innovative Xiaomi Ceramic Glass for the first time,featuring an upgraded IP68 rating for water resistance up to 2 meters.In November 2024,we unveiled the Redmi K80 Series.Powered by the Snapdragon 8 Gen 3 mobile platform,the Redmi K80 shipped with Xiaomi HyperOS 2,featuring
57、 a 2K flagship eye-protection display,the 6,550mAh Xiaomi Surge battery and our dual-loop 3D“ice-sealed cooling system.”The cumulative sales of the Redmi K80 Series exceeded 3.6 million within 100 days6 after launch.IoT and lifestyle products In 2024,our IoT and lifestyle products revenue have excee
58、ded RMB100 billion in sales for the first time,and reached RMB104.1 billion,up 30.0%year-over-year,and gross profit margin reached 20.3%,up 3.9 percentage points year-over-year.Both revenue and gross profit margin hit record highs.As of December 31,2024,the number of connected IoT devices(excluding
59、smartphones,tablets and laptops)on our AIoT platform reached 904.6 million,up 22.3%year-over-year;the number of users with five or more devices connected to our AIoT platform(excluding smartphones,tablets and laptops)reached 18.3 million,up 26.1%year-over-year.In December 2024,the MAU of our Mi Home
60、 App grew to 100.8 million,up 17.5%year-over-year.The MAU of our AI Assistant(“?”)7 grew to 137.1 million,up 12.0%year-over-year.In 2024,our smart large home appliances sustained a robust growth trajectory.Our air conditioner shipments exceeded 6.8 million units,up over 50%year-over-year;our refrige
61、rator shipments exceeded 2.7 million units,up over 30%year-over-year;and our washing machine shipments exceeded 1.9 million units,up over 45%year-over-year.In particular,the shipments of air conditioners,refrigerators and washing machines all reached record highs.We continue to pursue our premiumiza
62、tion strategy in IoT and lifestyle products.In October 2024,we unveiled the Mijia Top-Outlet Pro 1.5HP Air Conditioner and Mijia Dual-drum Washer Dryer Washing Machine,both of which incorporated new innovations that contributed to their huge successes.In February 2025,we launched Mijia Central Air C
63、onditioner Pro,featuring twin-cylinder design in the compressor for air supply with Level 1+Energy Efficiency8.Also Mijia Central Air Conditioner Pro can be controlled by Xiaomis Mijia Lingyun smart home,which can intelligently detect best modes depending on the current room conditions.6 Based on sa
64、les data recorded from 20:40:00 Beijing time on November 27,2024 to 10:00:00 Beijing time on March 4,2025.7 Including smart EV.8 Level 1+energy efficiency:This product has been certified by Hefei General Machinery Product Certification Co.,Ltd.in accordance with the requirements of the“GC/JG5151(0/A
65、)Multi-Split Heat Pump(Air Conditioning)Unit Super First-Class Energy Efficiency Characteristic Certification Technical Specification”and GC009G08“Product Characteristic Certification Implementation Rules.”Certificate Number:GC25TX002000082.132024 ANNUAL REPORTWe enhanced our after-sales services ca
66、pability in 2024 with a comprehensive upgrade to our home appliances disassembly,delivery and installation services.In June 2024,we introduced one-stop services for air conditioners,addressing users needs by enabling the completion of all three services in a single visit.We continue to promote our a
67、fter-sales services across various categories and regions.By December 31,2024,we have upgraded the one-stop services for six core categories,including air conditioners,smart TVs,refrigerators,washing machines,water heaters and smart door locks,covering 2,898 districts and counties nationwide.In 2024
68、,our tablets sustained its strong growth trajectory.According to Canalys,in 2024,our global tablet shipments grew by 73.1%year-over-year.We achieved the fastest growth among the top 5 brands,maintaining our No.5 ranking globally and No.3 ranking in mainland China.We continued to maintain our leading
69、 edge in wearables in 2024.According to Canalys,in 2024,our wearable bands9 shipments ranked No.2 both globally and in mainland China,and our TWS earbud shipments ranked No.1 in mainland China.In February 2025,we launched the Xiaomi Buds 5 Pro.In terms of audio performance,the product features a dua
70、l-amplifier triple-speaker acoustic system with a coaxial triple-speaker layout to minimize sound distortion.For noise cancellation,it supports 55dB deep active noise reduction(ANC)across a super-wideband frequency range of up to 5 kHz.It also has the ability to record,transcribe and translate conve
71、rsations in real-time by using AI technology.Internet services In 2024,our internet services reached record highs in both revenue and gross profit margin.In 2024,our internet services revenue reached RMB34.1 billion,an increase of 13.3%year-over-year.The gross profit margin of our internet service r
72、eached 76.6%,an increase of 2.5 percentage points year-over-year.Our internet user base continued to expand.Our MAU globally and in mainland China both hit record highs.In December 2024,our global MAU reached 702.3 million,up 9.5%year-over-year,and our MAU in mainland China reached 172.9 million,up
73、11.1%year-over-year.In December 2024,the global MAU of our smart TV10 reached 70.7 million,up 7.1%year-over-year.In 2024,we achieved advertising revenue of RMB24.7 billion,an increase of 20.5%year-over-year.In 2024,we continued to strengthen our global presence.In 2024,overseas internet services rev
74、enue reached RMB11.0 billion,with an increase of 30.0%year-over-year.Overseas internet services revenue accounted for 32.2%of our total internet services revenue,up 4.1 percentage points year-over-year.9 Including basic bands,basic watches and smart watches.10 Including Xiaomi Box and Xiaomi TV Stic
75、k.14XIAOMI CORPORATION3.Smart EV and Other New Initiatives In 2024,revenue from our smart EV and other new initiatives reached RMB32.8 billion,which consisted of RMB32.1 billion from smart EV and RMB0.7 billion from other related businesses.In 2024,the gross profit margin of our smart EV and other n
76、ew initiatives segment reached 18.5%.In 2024,the adjusted net loss related to our smart EV and other new initiatives reached RMB6.2 billion11.Year 2024 marked the first year of our smart EV launch.In March 2024,we officially launched our first smart EV product.Positioned as a“full-size high performa
77、nce eco-technology sedan”,the Xiaomi SU7 Series includes three models:Xiaomi SU7,Xiaomi SU7 Pro and Xiaomi SU7 Max.In 2024,the deliveries of the Xiaomi SU7 Series reached 136,854 vehicles.We will continue to ramp up production and ensure delivery,striving to achieve the target of delivering 350,000
78、vehicles in 2025.We continued to expand our sales and service network.As of December 31,2024,we opened 200 smart EV sales centers across 58 cities in mainland China.We are committed to investing in foundational core technologies in the smart EV business,continuously advancing in areas such as assist
79、ed driving,smart cabin,electric powertrain system,and smart chassis.In the field of assisted driving,we have progressively rolled out the Highway Navigate on Autopilot(Highway NOA),City Navigate on Autopilot(City NOA),and Xiaomi Hyper Assisted Driving(Xiaomi HAD)12 based on an End to End and large-s
80、cale visual Language Model(VLM)in 2024,achieving full-scenario assisted driving experience.The smart cabin leverages the interconnectivity capabilities of Xiaomi HyperOS to enable seamless interaction with smartphones,in-car systems,and smart home devices,integrating a fully connected“Human Car Home
81、”ecosystem.At the hardware level,we have made continuous innovations in motor design,material strength,and thermal efficiency.Our independently developed Xiaomi HyperEngine V8s,featuring a 27,200 rpm ultra-high-speed rotation,has been mass-produced and integrated into our Xiaomi SU7 Ultra.In Novembe
82、r 2024,we unveiled our advanced smart chassis technologies,featuring Xiaomi Fully Active Suspension,the Xiaomi Super Quad Motor System,the Xiaomi 48V brake-by-wire system,and Xiaomi 48V steer-by-wire technology.11 Excluding share-based compensation expenses(SBC)of RMB0.9 billion and other non-recurr
83、ing profit or loss related to smart EV and other new initiatives for the year.12 Xiaomi Hyper Assisted Driving.152024 ANNUAL REPORTIn February 2025,our Xiaomi SU7 Ultra was officially launched,positioned as a high-performance luxury vehicle that also excels on the racetrack.Xiaomi SU7 Ultra features
84、 a newly designed luxury cockpit,incorporating over 5m of Alcantara fabric throughout the interior and offering 21 optional components made of carbon fiber.It is powered by our trimotor system and can generate a maximum horsepower of 1,548PS,and accelerate from 0 to 100km/h in just 1.98s with a top
85、speed over 350km/h.With a starting price of RMB529,900,Xiaomi SU7 Ultras pre-orders exceeded 19,000 units,and locked-in orders exceeded 10,000 units within the first 3 days after launch13.4.Corporate social responsibility(CSR)We actively fulfill our corporate social responsibility and are deeply com
86、mitted to driving low-carbon development.In April 2024,we unveiled the Xiaomi Corporation 2023 Environmental,Social and Governance(ESG)Report which we have released for the 6th consecutive year.The report covers our diverse ESG-related endeavors,including the exploration and accessibility of technol
87、ogy,data security and privacy protection,sustainable supply chain,climate mitigation and adaptation,corporate governance,and business ethics,among others.Our Environmental,Social and Governance(ESG)endeavors have continued to receive recognition from global authorities.We included in S&P Globals Sus
88、tainability Yearbook(China Edition)2024 in July 2024.In September 2024,we were included in the Forbes 2024 China ESG 50 list.In October 2024,MSCI upgraded our ESG rating from BB to BBB,recognizing our efforts to enhance our corporate governance and environmental risk management,marking two consecuti
89、ve years of improvement in our rating.In December 2024,we were awarded“Exemplary ESG Enterprises in China”by China Media Group for our leadership in low-carbon development,people-centered innovation,and technology-driven empowerment.This honor highlights our dedication to social responsibility,servi
90、ng as a catalyst for our mission to establish ourselves as a global ESG leader in Chinas technology sector.In January 2025,we have secured the Gold Medal for the two consecutive years by EcoVadis as top 2%globally.13 Based on data recorded as of 17:00:00 Beijing time on March 2,2025.16XIAOMI CORPORA
91、TIONIn October 2024,we hosted the Xiaomi Foundations 5th Anniversary Forum in Beijing.Founded in 2019 by a donation from Xiaomi Corporation,the Xiaomi Foundation has dedicated the past five years to contributing to society in three key areas:technology innovation,talent development,and poverty and d
92、isaster relief.Focusing on these priorities,as of December 31,2024,Xiaomi Foundation has cumulatively donated RMB650 million,with pledged donations totaling more than RMB1.7 billion in technology innovation and talent development.We will continue to deliver eco-friendly,smart,and sustainable technol
93、ogical solutions with profound social responsibility,ensuring that the benefits of green innovation reach broader audiences and let everyone in the world enjoy a better life through innovative technology.Our PledgeOur mission is to relentlessly build amazing products with honest prices to let everyo
94、ne in the world enjoy a betterlife through innovative technology.To achieve this,as approved by our Board in May 2018,we pledged to our existing and potential users that starting from 2018,the Xiaomi Hardware Business(“HB”),including smartphones,IoT and lifestyle products,and smart EV and other new
95、initiatives14,would have an overall net profit margin that would not exceed 5.0%per year.If the net margin exceeds 5.0%,we will return the excess above 5.0%to our users.In 2024,the overall net margin of our hardware business was 1.0%,fulfilling our pledge.(For the definition of hardware business net
96、 margin,please refer to Hardware Business Net Margin.)Lei JunChairmanHong KongMarch 18,202514 Since 2024,the Xiaomi HB includes smartphones,IoT and lifestyle products and smart EV and other new initiatives.MANAGEMENT DISCUSSION AND ANALYSIS172024 ANNUAL REPORTYear Ended December 31,2024 Compared to
97、Year Ended December 31,2023The following table sets forth the comparative figures for the years ended December 31,2024 and 2023:Year ended December 31,20242023(RMB in millions)Revenue365,906.4270,970.1Cost of sales(289,346.2)(213,493.9)Gross profit76,560.257,476.2Research and development expenses(24
98、,050.5)(19,097.7)Selling and marketing expenses(25,389.6)(19,226.5)Administrative expenses(5,601.2)(5,126.8)Fair value changes on financial instruments measured at fair value through profit or loss1,050.83,501.1Share of net profits of investments accounted for using the equity method276.845.6Other i
99、ncome1,666.8740.1Other(losses)/gains,net(10.4)1,696.7Operating profit24,502.920,008.7Finance income,net3,623.82,002.3Profit before income tax28,126.722,011.0Income tax expenses(4,548.3)(4,536.8)Profit for the year23,578.417,474.2Non-IFRS Measure:Adjusted net profit27,234.519,272.818XIAOMI CORPORATIO
100、NRevenueRevenue increased by 35.0%to RMB365.9 billion for the year ended December 31,2024,compared to RMB271.0 billion for the year ended December 31,2023.The following table sets forth our revenue by segment for the year ended December 31,2024 and the year ended December 31,2023:Year ended December
101、 31,20242023Amount%of total revenueAmount%of total revenue(RMB in millions,unless specified)Smartphone x AIoT333,152.891.0%270,970.1100.0%Smart EV and other new initiatives32,753.69.0%Total revenue365,906.4100.0%270,970.1100.0%Smartphone AIoTRevenue from our smartphone AIoT segment increased by 22.9
102、%from RMB271.0 billion for the year ended December 31,2023 to RMB333.2 billion for the year ended December 31,2024.The following table sets forth our revenue by line of our smartphone AIoT segment for the year ended December 31,2024 and the year ended December 31,2023:Year ended December 31,20242023
103、Amount%of total revenueAmount%of total revenue(RMB in millions,unless specified)Smartphone AIoT Smartphones191,759.352.4%157,461.358.1%IoT and lifestyle products104,103.928.5%80,107.729.6%Internet services34,115.49.3%30,107.511.1%Other related businesses3,174.20.8%3,293.61.2%Total revenue of smartph
104、one AIoT segment333,152.891.0%270,970.1100.0%192024 ANNUAL REPORT(i)SmartphonesRevenue from our smartphones increased by 21.8%from RMB157.5 billion for the year ended December 31,2023 to RMB191.8 billion for the year ended December 31,2024,primarily due to the increase in both our smartphone shipmen
105、ts and ASP.Our smartphone shipments increased by 15.7%from 145.6 million units for the year ended December 31,2023 to 168.5 million units for the year ended December 31,2024,outperforming the 7.1%year-over-year increase in global smartphone shipments for the year ended December 31,2024,according to
106、Canalys.The ASP of our smartphones increased by 5.2%from RMB1,081.7 per unit for the year ended December 31,2023 to RMB1,138.2 per unit for the year ended December 31,2024,primarily due to the higher contribution from our premium smartphone shipments in the global market.(ii)IoT and lifestyle produc
107、tsRevenue from our IoT and lifestyle products increased by 30.0%from RMB80.1 billion for the year ended December 31,2023 to RMB104.1 billion for the year ended December 31,2024,primarily due to the increased revenue from smart large home appliances,tablets,wearables and certain lifestyle products.Re
108、venue from our smart large home appliances increased by 56.4%year-over-year,primarily due to the increased shipments of our air conditioners,refrigerators and washing machines.Revenue from our tablets increased by 52.1%year-over-year,primarily due to the increased shipments in the overseas markets.R
109、evenue from our wearables increased by 44.1%year-over-year,primarily due to the increased shipments of our smart watches and TWS earbuds.(iii)Internet servicesRevenue from our internet services increased by 13.3%from RMB30.1 billion for the year ended December 31,2023 to RMB34.1 billion for the year
110、 ended December 31,2024,primarily due to the increased revenue from our advertising business.(iv)Other related businessesRevenue from our other related businesses decreased by 3.6%from RMB3.3 billion for the year ended December 31,2023 to RMB3.2 billion for the year ended December 31,2024,primarily
111、due to the decreased revenue from sales of materials,partially offset by the increased revenue from installation services provided for air conditioners.20XIAOMI CORPORATIONSmart EV and Other New InitiativesRevenue from our smart EV and other new initiatives segment was RMB32.8 billion for the year e
112、nded December 31,2024.Revenue from our smart EV was RMB32.1 billion for the year ended December 31,2024.For the year ended December 31,2024,we have delivered 136,854 Xiaomi SU7 Series vehicles.The ASP of our smart EV was RMB234,479 per unit.Revenue from our other related businesses was RMB0.7 billio
113、n for the year ended December 31,2024.Cost of SalesOur cost of sales increased by 35.5%from RMB213.5 billion for the year ended December 31,2023 to RMB289.3 billion for the year ended December 31,2024.The following table sets forth our cost of sales by segment for the year ended December 31,2024 and
114、 the year ended December 31,2023:Year ended December 31,20242023Amount%of total revenueAmount%of total revenue(RMB in millions,unless specified)Smartphone AIoT262,642.971.8%213,493.978.8%Smart EV and other new initiatives26,703.37.3%Total cost of sales289,346.279.1%213,493.978.8%212024 ANNUAL REPORT
115、Smartphone AIoTCost of sales related to our smartphone AIoT segment increased by 23.0%from RMB213.5 billion for the year ended December 31,2023 to RMB262.6 billion for the year ended December 31,2024.The following table sets forth our cost of sales by line of our smartphone AIoT segment for the year
116、 ended December 31,2024 and the year ended December 31,2023:Year ended December 31,20242023Amount%of total revenueAmount%of total revenue(RMB in millions,unless specified)Smartphone AIoT Smartphones167,505.545.8%134,480.749.6%IoT and lifestyle products83,011.822.7%67,029.124.7%Internet services7,968
117、.62.2%7,773.52.9%Other related businesses4,157.01.1%4,210.61.6%Total cost of sales of smartphone AIoT segment262,642.971.8%213,493.978.8%(i)SmartphonesCost of sales related to our smartphones increased by 24.6%from RMB134.5 billion for the year ended December 31,2023 to RMB167.5 billion for the year
118、 ended December 31,2024,primarily due to the increased sales of our smartphones and the increased price of key components.(ii)IoT and lifestyle productsCost of sales related to our IoT and lifestyle products increased by 23.8%from RMB67.0 billion for the year ended December 31,2023 to RMB83.0 billio
119、n for the year ended December 31,2024,primarily due to the increased sales of our IoT and lifestyle products.(iii)Internet servicesCost of sales related to our internet services increased by 2.5%from RMB7.8 billion for the year ended December 31,2023 to RMB8.0 billion for the year ended December 31,
120、2024,primarily due to the increased cost of our advertising business.22XIAOMI CORPORATION(iv)Other related businessesCost of sales related to our other related businesses remained stable at RMB4.2 billion for the year ended December 31,2024 compared to the year ended December 31,2023,primarily due t
121、o the decreased cost from sales of materials,partially offset by the increased cost from installation services provided for air conditioners.Smart EV and Other New InitiativesCost of sales related to our smart EV and other new initiatives segment was RMB26.7 billion for the year ended December 31,20
122、24.Gross Profit and MarginAs a result of the foregoing,our gross profit increased by 33.2%from RMB57.5 billion for the year ended December 31,2023 to RMB76.6 billion for the year ended December 31,2024.Our gross margin decreased from 21.2%for the year ended December 31,2023 to 20.9%for the year ende
123、d December 31,2024.The following table sets forth our gross profit and margin by segment for the year ended December 31,2024 and the year ended December 31,2023:Year ended December 31,20242023Gross profitGrossmargin%Gross profitGross margin%(RMB in millions,unless specified)Smartphone AIoT70,509.921
124、.2%57,476.221.2%Smart EV and other new initiatives6,050.318.5%Total gross profit and gross margin76,560.220.9%57,476.221.2%232024 ANNUAL REPORTSmartphone AIoT The gross profit from our smartphone AIoT segment increased by 22.7%from RMB57.5 billion for the year ended December 31,2023 to RMB70.5 billi
125、on for the year ended December 31,2024.The following table sets forth our gross profit and margin by line of our smartphone AIoT segment for the year ended December 31,2024 and the year ended December 31,2023:Year ended December 31,20242023Gross profitGrossmargin%Gross profitGross margin%(RMB in mil
126、lions,unless specified)Smartphone AIoT Smartphones24,253.812.6%22,980.614.6%IoT and lifestyle products21,092.120.3%13,078.616.3%Internet services26,146.876.6%22,334.074.2%Other related businesses(982.8)(31.0%)(917.0)(27.8%)Total gross profit and margin of smartphone AIoT segment70,509.921.2%57,476.2
127、21.2%The gross profit margin from our smartphones decreased from 14.6%for the year ended December 31,2023 to 12.6%for the year ended December 31,2024,mainly due to the increased price of key components.The gross profit margin from our IoT and lifestyle products increased from 16.3%for the year ended
128、 December 31,2023 to 20.3%for the year ended December 31,2024,mainly due to the increased gross profit margin and the higher revenue contribution of our wearables and smart large home appliances.The gross profit margin from our internet services increased from 74.2%for the year ended December 31,202
129、3 to 76.6%for the year ended December 31,2024,mainly due to the increased gross profit margin and the higher revenue contribution of our advertising business.Smart EV and Other New InitiativesThe gross profit margin from our smart EV and other new initiatives segment was 18.5%for the year ended Dece
130、mber 31,2024.24XIAOMI CORPORATIONOperating ExpensesOur operating expenses comprised our research and development expenses,selling and marketing expenses and administrative expenses.Our operating expenses related to our smart EV and other new initiatives segment was RMB13.2 billion for the year ended
131、 December 31,2024.Research and Development ExpensesOur research and development expenses increased by 25.9%from RMB19.1 billion for the year ended December 31,2023 to RMB24.1 billion for the year ended December 31,2024,primarily due to the increase in research and development expenses related to our
132、 smart EV and other new initiatives.Selling and Marketing ExpensesOur selling and marketing expenses increased by 32.1%from RMB19.2 billion for the year ended December 31,2023 to RMB25.4 billion for the year ended December 31,2024,primarily due to the increase in logistic expenses related to smartph
133、one x AIoT,compensation for selling and marketing personnel and promotion and advertising expenses.Promotion and advertising expenses increased by 14.5%from RMB7.0 billion for the year ended December 31,2023 to RMB8.0 billion for the year ended December 31,2024,primarily due to promotional events of
134、 our products and brand marketing in the overseas markets and the increased promotion and advertising expenses related to our smart EV and other new initiatives.Administrative ExpensesOur administrative expenses increased by 9.3%from RMB5.1 billion for the year ended December 31,2023 to RMB5.6 billi
135、on for the year ended December 31,2024,primarily due to the increase in compensation for administrative personnel and professional service fees.Fair Value Changes on Financial Instruments Measured at Fair Value Through Profit or LossOur fair value changes on financial instruments measured at fair va
136、lue through profit or loss decreased by 70.0%from a gain of RMB3.5 billion for the year ended December 31,2023 to a gain of RMB1.1 billion for the year ended December 31,2024,primarily due to the lower fair value gains of listed equity investments for the year ended December 31,2024,and fair value l
137、osses of unlisted preferred shares investments for the year ended December 31,2024 compared to fair value gains of unlisted preferred shares investments for year ended December 31,2023.252024 ANNUAL REPORTShare of Net Profits of Investments Accounted for Using the Equity MethodOur share of net profi
138、ts of investments accounted for using the equity method increased from net profits of RMB45.6 million for the year ended December 31,2023 to net profits of RMB276.8 million for the year ended December 31,2024.Other IncomeOur other income increased from RMB0.7 billion for the year ended December 31,2
139、023 to RMB1.7 billion for the year ended December 31,2024,primarily due to the increase of government grants.Other(Losses)/Gains,NetOur other net(losses)/gains changed from a net gain of RMB1.7 billion for the year ended December 31,2023 to a net loss of RMB10.4 million for the year ended December 3
140、1,2024,primarily due to the decrease of disposal and deemed disposal gains of investments accounted for using the equity method,as well as the change from foreign exchange gains to losses.Finance Income,NetOur net finance income increased by 81.0%from RMB2.0 billion for the year ended December 31,20
141、23 to RMB3.6 billion for the year ended December 31,2024,primarily due to the change of value of financial liabilities payable to fund investors.Income Tax ExpensesOur income tax expenses remained stable at RMB4.5 billion for the year ended December 31,2024 compared to the year ended December 31,202
142、3.Profit for the YearAs a result of the foregoing,our profit for the year increased by 34.9%from RMB17.5 billion for the year ended December 31,2023 to RMB23.6 billion for the year ended December 31,2024.Adjusted Net ProfitOur adjusted net profit increased by 41.3%from RMB19.3 billion for the year e
143、nded December 31,2023 to RMB27.2 billion for the year ended December 31,2024.26XIAOMI CORPORATIONConsolidated Statement of Cash Flows Year ended December 31,20242023(RMB in millions)Net cash generated from operating activities(1)39,295.541,300.5Net cash used in investing activities(35,386.4)(35,169.
144、1)Net cash used in financing activities(1)(3,999.0)(505.0)Net(decrease)/increase in cash and cash equivalents(89.9)5,626.4Cash and cash equivalents at beginning of year33,631.327,607.3Effects of exchange rate changes on cash and cash equivalents120.0397.6Cash and cash equivalents at end of year33,66
145、1.433,631.3Notes:(1)Excluding(1)the change of trade payables related to the finance factoring business;(2)the change of loan and interest receivables and impairment provision for loan receivables mainly resulting from the fintech business;(3)the change of restricted cash resulting from the fintech b
146、usiness;and(4)the change of deposits from customers resulting from the Airstar Bank,the net cash generated from operating activities was RMB40.6 billion and RMB42.3 billion for the years ended December 31,2024 and 2023,respectively.Excluding the change of borrowings for the finance factoring busines
147、s,the net cash used in financing activities was RMB6.9 billion and RMB2.3 billion for the years ended December 31,2024 and 2023,respectively.The information in this footnote is based on the management accounts of the Group,which have not been audited or reviewed by the Groups auditor.The accounting
148、policies applied in the preparation of the management accounts are consistent with those used for other figures in this annual report.(2)The cash resources which the Group considered in cash management include but not limited to cash and cash equivalents,restricted cash,term bank deposits,short-term
149、 investments measured at fair value through profit or loss,short-term investments measured at amortized cost,long-term investments measured at amortized cost and treasury investments included in long-term investments measured at fair value through profit or loss.As of December 31,2024,the aggregate
150、amount of cash resources of the Group was RMB175.1 billion.Net Cash Generated From Operating Activities Net cash generated from operating activities represents the cash generated from our operations minus the income tax paid.Cash generated from our operations primarily comprise our profit before inc
151、ome tax adjusted by non-cash items and changes in working capital.272024 ANNUAL REPORTFor the year ended December 31,2024,net cash generated from our operating activities amounted to RMB39.3 billion,representing cash generated from operations of RMB42.8 billion minus income tax paid of RMB3.5 billio
152、n.Cash generated from operations was primarily attributable to our profit before income tax of RMB28.1 billion,adjusted by an increase in trade payables of RMB36.1 billion,partially offset by an increase of inventories of RMB24.1 billion.Net Cash Used In Investing Activities For the year ended Decem
153、ber 31,2024,our net cash used in investing activities was RMB35.4 billion,which was primarily attributed to the net increase of term bank deposits of RMB23.4 billion,the net increase of short-term investments measured at fair value through profit or loss of RMB7.9 billion,capital expenditures of RMB
154、7.3 billion,partially offset by interest income received of RMB3.6 billion.Net Cash Used In Financing Activities For the year ended December 31,2024,our net cash used in financing activities was RMB4.0 billion,which was primarily attributed to the payments for shares repurchase of RMB4.0 billion,the
155、 payments of deferred consideration for acquisition of intangible assets of RMB3.2 billion,the payments of lease liabilities of RMB2.5 billion,partially offset by the net increase of borrowings of RMB6.7 billion.Capital ExpendituresYear ended December 31,20242023(RMB in millions)Capital expenditures
156、 Smartphone AIoT6,418.95,300.0 Smart EV and other new initiatives4,061.32,362.1Total10,480.27,662.128XIAOMI CORPORATIONNon-IFRS Measure:Adjusted Net Profit To supplement our consolidated results which are prepared and presented in accordance with all applicable IFRS Accounting Standards issued by th
157、e International Accounting Standards Board(“IFRS Accounting Standards”),we utilize non-IFRS adjusted net profit(“Adjusted Net Profit”)as an additional financial measure.We define Adjusted Net Profit as profit for the year,as adjusted by adding back(i)share-based compensation,(ii)net fair value chang
158、es on investments,(iii)amortization of intangible assets resulting from acquisitions,(iv)changes of value of financial liabilities to investors,and(v)income tax effects of non-IFRS adjustments.Adjusted Net Profit is not required by,or presented in accordance with,IFRS Accounting Standards.We believe
159、 that the presentation of non-IFRS measures when shown in conjunction with the corresponding IFRS Accounting Standards measures provides useful information to investors and management regarding financial and business trends in relation to our financial condition and results of operations,by eliminat
160、ing any potential impact of items that our management does not consider to be indicative of our operating performance such as certain non-cash items and the impact of certain investment transactions.We also believe that the non-IFRS measures are appropriate for evaluating the Groups operating perfor
161、mance.However,the use of this particular non-IFRS measure has limitations as an analytical tool,and you should not consider it in isolation from,or as a substitute for analysis of,our results of operations or financial conditions as reported under IFRS Accounting Standards.In addition,this non-IFRS
162、financial measure may be defined differently from similar terms used by other companies and therefore may not be comparable to similar measures used by other companies.The following tables set forth reconciliations of the Groups Non-IFRS measures for the years ended December 31,2024 and 2023 to the
163、nearest measures prepared in accordance with IFRS Accounting Standards.Year Ended December 31,2024AdjustmentsAs reportedShare-basedcompensation(1)Net fair value changes on investments(2)Amortization of intangible assets resulting from acquisitions(3)Changes of value of financial liabilities to inves
164、tors(4)Income tax effects(5)Non-IFRS(RMB in thousand,unless specified)Profit for the year23,578,4493,719,4821,184,519144,008(1,243,607)(148,320)27,234,531Net margin6.4%7.4%292024 ANNUAL REPORTYear Ended December 31,2023AdjustmentsAs reportedShare-based compensation(1)Net fair value changes on invest
165、ments(2)Amortization of intangible assets resulting from acquisitions(3)Changes of value of financial liabilities to investors(4)Income tax effects(5)Non-IFRS(RMB in thousand,unless specified)Profit for the year17,474,1973,344,357(2,746,397)144,008410,946 645,643 19,272,754Net margin6.4%7.1%Notes:(1
166、)Represents the expenses related to share-based payments granted to employees of the Group.(2)Primarily includes fair value changes on equity investments and preferred shares investments deducting the accumulative fair value changes for investments(including the financial assets measured at fair val
167、ue through profit or loss(“FAFVPL”)and the investments using the equity method transferred from FAFVPL)disposed in the current period,net gains/(losses)on deemed disposals of investee companies,the impairment provision for investments,re-measurement impact on loss of significant influence in an asso
168、ciate and,re-measurement of investments transferring from FAFVPL to investments using the equity method.(3)Represents amortization of intangible assets resulting from acquisitions.(4)Represent the change of value of the financial liabilities payable to the investors.(5)Income tax effects of non-IFRS
169、 adjustments.30XIAOMI CORPORATIONHardware Business Net Margin HB overall net profit margin rate(1)=HB overall net profit/Revenue from HBHB overall profit before tax=Revenue from HB Cost of sales of HB Research and development expenses of HB Selling and marketing expenses of HB Administrative expense
170、s of HBHB overall net profit=HB overall profit before tax Income tax expenses of HB Share-based compensation expenses are excluded from research and development expenses of HB,selling and marketing expenses of HB,administrative expenses of HB.Income tax expenses of HB equals to the HB overall profit
171、 before tax multiplied by the effective tax rate of the Group.Note:(1)The source data and calculation formulae of HB overall net profit margin rate are provided by the Group.PricewaterhouseCoopers Zhong Tian LLP was engaged by the Group to conduct certain procedures,as mutually agreed by both partie
172、s,including agreeing the source data used to the books and records and recalculating the HB overall net profit margin rate based on the formulae provided by the Group.Liquidity and Financial Resources and Gearing On December 4,2020,the Company completed of a placing of a total of 1,000,000,000 placi
173、ng shares at HK$23.70 for each placing share owned by Smart Mobile Holdings Limited to not less than six placees who and whose ultimate beneficial owner(s)are independent third parties and allotted and issued 1,000,000,000 subscription shares at HK$23.70 per subscription share under the general mand
174、ate to Smart Mobile Holdings Limited(the“2020 Placing and Subscription”).For further details,please refer to the Companys announcements dated December 2,2020,December 3,2020 and December 9,2020.Other than the funds raised through our Global Offering in July 2018,the 2020 Placing and Subscription and
175、 the issuance of debt securities as described in“Issuance of Debt Securities”below,we have historically funded our cash requirements principally from cash generated from our operations and bank borrowings.We had cash and cash equivalents of RMB33.7 billion as of December 31,2024.Our gearing ratio wa
176、s-31.1%,which represented a net cash position,as of December 31,2024.Our gearing ratio is calculated as net debt divided by total capital at the end of each financial period.Net debt equals to our total borrowings less our cash and cash equivalents,restricted cash and short-term bank deposits.Total
177、capital is calculated as total equity plus net debt.312024 ANNUAL REPORTIssuance of Debt Securities On April 29,2020,Xiaomi Best Time International Limited,a wholly owned subsidiary of the Company,issued US$600 million 3.375%senior notes due 2030 unconditionally and irrevocably guaranteed by the Com
178、pany(the“2030 Notes”).For further details,please refer to the announcements of the Company published on April 20,2020,April 23,2020 and May 3,2020.On December 17,2020,Xiaomi Best Time International Limited issued zero coupon guaranteed convertible bonds due 2027 guaranteed by the Company in the aggr
179、egate principal amount of US$855 million at an initial conversion price of HK$36.74 per conversion share(subject to adjustments)(the“2027 Bonds”).The 2027 Bonds are listed on The Stock Exchange of Hong Kong Limited(the“Stock Exchange”).For further details,please refer to the announcements of the Com
180、pany dated December 2,2020,December 3,2020,December 17,2020 and December 18,2020.As of December 31,2024,no 2027 Bonds had been converted into new Shares.On July 14,2021,Xiaomi Best Time International Limited issued US$800 million 2.875%senior bonds due 2031(the“2031 Bonds”)and US$400 million 4.100%s
181、enior green bonds due 2051,both of which were unconditionally and irrevocably guaranteed by the Company(the“Green Bonds”).For further details of the 2031 Bonds and Green Bonds,please refer to the announcements of the Company published on July 6,2021,July 8,2021,July 14,2021 and July 15,2021.Borrowin
182、gsAs of December 31,2024,we had total borrowings of RMB30.6 billion.Off-Balance Sheet Commitments and Arrangements As of December 31,2024,we had not entered into any significant off-balance sheet arrangements.Future Plans for Material Investments and Capital AssetsAs of December 31,2024,we did not h
183、ave plans for material investments and capital assets.Investments Held As of December 31,2024,we had invested in about 430 companies with an aggregate book value of RMB68.3 billion,an increase of 1.7%year-over-year.In 2024,we recorded a net gain on disposal of investments(after tax)of RMB1.6 billion
184、.The total amount of our investments(including(i)fair value of our stakes in listed investee companies accounted for using the equity method based on the stock price on December 31,2024;(ii)book value of our stakes in unlisted investee companies accounted for using the equity method;and(iii)book val
185、ue of long-term investments measured at fair value through profit or loss)reached RMB71.4 billion as of December 31,2024.The Group did not make or hold any significant investments(including any investment in an investee company with a value of 5%or more of the Groups total assets as of December 31,2
186、024)during the year ended December 31,2024.32XIAOMI CORPORATIONMaterial Acquisitions and Disposals of Subsidiaries,Associates and Joint Ventures During the year ended December 31,2024,we did not conduct any material acquisitions or disposals of subsidiaries,associates or joint ventures.Employee and
187、Remuneration Policy As of December 31,2024,we had 43,688 full-time employees,41,492 of whom were based in mainland China,primarily at our headquarters in Beijing,with the rest primarily based in India.As of December 31,2024,our research and development personnel,totaling 21,190 employees,were staffe
188、d across our various departments.Our success depends on our ability to attract,retain and motivate qualified personnel.As part of our human resources strategy,we offer employees competitive compensation packages.As of December 31,2024,14,268 employees held share-based awards.The total remuneration e
189、xpenses,including share-based compensation expense,for the year ended December 31,2024 were RMB22.9 billion,representing an increase of 21.0%from RMB18.9 billion for the year ended December 31,2023.Foreign Exchange Risk The transactions of our Company are denominated and settled in our functional cu
190、rrency,the United States dollar.Our Groups subsidiaries primarily operate in the Peoples Republic of China(the“PRC”)and other regions such as India,and are exposed to foreign exchange risk arising from the exposure to various currencies,primarily with respect to the United States Dollar.Therefore,fo
191、reign exchange risk primarily arises from the recognized assets and liabilities in our subsidiaries when receiving or expecting to receive foreign currencies from,or paying or expecting to pay foreign currencies to overseas business partners.We will continue to monitor changes in currency exchange r
192、ates and will take necessary measures to mitigate any impacts caused by exchange rate fluctuations.Pledge of Assets As of December 31,2024,our total restricted bank deposits amounted to RMB5.5 billion.We also had pledged certain buildings and land use right for borrowings.Contingent Liabilities We d
193、id not have any material contingent liabilities as of December 31,2024.Further details of the contingencies are set out in Note 36 to the consolidated financial statements.DIRECTORS REPORT332024 ANNUAL REPORTThe Board of the Company is pleased to present this Directors report together with the conso
194、lidated financial statements of the Group for the Reporting Period.Principal ActivitiesThe Company is an investment holding company.During the Reporting Period,the Group was principally engaged in development and sales of smartphones,IoT and lifestyle products,provision of internet services,developm
195、ent,manufacture and sales of smart EV and investments holding in the PRC and other countries or regions.Business Review A fair review of the business of the Group as required by Schedule 5 to the Companies Ordinance(Chapter 622 of the Laws of Hong Kong),including an analysis of the Groups financial
196、performance,an indication of likely future developments in the Groups business,a description of the principal risks and uncertainties facing the Group and the Groups key relationships with its stakeholders who have a significant impact on the Group and on which the Groups success depends,is set out
197、in the sections headed“Chairmans Statement”and“Management Discussion and Analysis”of this annual report.These discussions form part of this annual report.Events affecting the Company that have occurred since the end of the financial year are set out in the section headed“Events after the Reporting P
198、eriod”in this annual report.SubsidiariesParticulars of the Companys subsidiaries are set out in Note 11 to the consolidated financial statements.Property,Plant and EquipmentDetails of movements in the property,plant and equipment of the Group during the Reporting Period are set out in Note 14 to the
199、 consolidated financial statements.Bank Loans and BorrowingsParticulars of bank loans and other borrowings of the Group as of December 31,2024 are set out in the section headed“Management Discussion and Analysis”in this annual report and Note 33 to the consolidated financial statements.DonationDurin
200、g the Reporting Period,the Group made charitable donations of approximately RMB34.0 million.34XIAOMI CORPORATIONIssuance of Debt SecuritiesOn April 29,2020,Xiaomi Best Time International Limited,a wholly owned subsidiary of the Company,issued the 2030 Notes.The 2030 Notes are listed on the Stock Exc
201、hange.For further details,please refer to the announcements of the Company published on April 20,2020,April 23,2020 and May 3,2020.On December 17,2020,Xiaomi Best Time International Limited issued the 2027 Bonds.The 2027 Bonds are listed on the Stock Exchange.For further details,please refer to the
202、announcements of the Company dated December 2,2020,December 3,2020,December 17,2020 and December 18,2020.As at December 31,2024,no 2027 Bonds had been converted into new Shares.On July 14,2021,Xiaomi Best Time International Limited issued US$800 million 2.875%senior bonds due 2031(the“2031 Bonds”)an
203、d US$400 million 4.100%senior green bonds due 2051,both of which were unconditionally and irrevocably guaranteed by the Company(the“Green Bonds”).For further details of the 2031 Bonds and Green Bonds,please refer to the announcements of the Company published on July 6,2021,July 8,2021,July 14,2021 a
204、nd July 15,2021.Five-Year Financial SummaryA summary of the condensed consolidated results and financial positions of the Group is set out on page 6 of this annual report.Reserves As of December 31,2024,the Company had distributable reserves amounting to RMB63,464.0 million.Details of the movements
205、in the reserves of the Company during the Reporting Period are set out in Note 40 to the consolidated financial statements.352024 ANNUAL REPORTPurchase,Sale or Redemption of the Companys Listed SecuritiesDuring the Reporting Period and up to the Latest Practicable Date,the Company repurchased a tota
206、l of 256,078,000 Class B Shares of the Company on The Stock Exchange at an aggregate consideration of approximately HK$3,933,139,175(the“Share Repurchased”)to enhance the shareholder value in the long run.Particulars of the Share Repurchased are as follows:AggregateNo.of Class B Shares Price paid pe
207、r shareConsiderationMonth of RepurchaseRepurchasedHighestLowest(approximately)(HK$)(HK$)(HK$)2024January112,100,00015.5412.301,533,095,902February 26,000,00012.7812.08324,555,828March6,834,40015.0014.76101,929,132April18,200,00015.9815.42285,886,401May5,600,00017.7417.4098,785,548June39,313,80018.00
208、16.44676,465,084July39,500,00017.0016.08656,098,520September1,700,00018.5018.4231,379,4602025January6,829,80033.6532.60224,943,300Total256,078,0003,933,139,175In respect of the Shares Repurchased,the WVR beneficiaries of the Company simultaneously reduced their WVR in the Company proportionately by
209、way of converting their Class A Shares into Class B Shares on a one-to-one ratio pursuant to Rule 8A.21 of the Listing Rules,such that the proportion of shares carrying WVR of the Company shall not be increased,pursuant to the requirements under Rules 8A.13 and 8A.15 of the Listing Rules.As at the L
210、atest Practicable Date,the number of Class B Shares in issue(excluding treasury shares)was reduced by 256,078,000 shares as a result of(i)the repurchase of 138,100,000 Class B Shares from January 2024 to February 2024,which were subsequently cancelled on March 14,2024;(ii)the repurchase of 39,034,40
211、0 Class B Shares from March 27,2024 to June 5,2024,which were subsequently cancelled on August 15,2024;(iii)the repurchase of 70,413,800 Class B Shares from June 11,2024 to July 19,2024,which were held as treasury shares and were subsequently cancelled on August 15,2024;(iv)the repurchase of 1,700,0
212、00 Class B Shares in September 2024,which were subsequently cancelled on November 12,2024;and(v)the repurchase of 6,829,800 Class B Shares in 36XIAOMI CORPORATIONJanuary 2025,which were subsequently cancelled on March 6,2025.As of December 31,2024 and as at the Latest Practicable Date,there were no
213、treasury shares held by the Company.A total of 29,373,916 Class A Shares were converted into Class B Shares on a one-to-one ratio on March 14,2024,of which Mr.Lei Jun,through Smart Mobile Holdings Limited,converted 26,454,431 Class A Shares and Mr.Lin Bin,through Apex Star LLC,converted 2,919,485 Cl
214、ass A Shares.A total of 19,841,058 Class A Shares were converted into Class B Shares on a one-to-one ratio on August 15,2024,of which Mr.Lei Jun,through Smart Mobile Holdings Limited,converted 17,869,048 Class A Shares and Mr.Lin Bin,through Apex Star LLC,converted 1,972,010 Class A Shares.A total o
215、f 307,652 Class A Shares were converted into Class B Shares on a one-to-one ratio on November 12,2024,of which Mr.Lei Jun,through Smart Mobile Holdings Limited,converted 277,074 Class A Shares and Mr.Lin Bin,through Apex Star LLC,converted 30,578 Class A Shares.A total of 1,228,325 Class A Shares we
216、re converted into Class B Shares on a one-to-one ratio on March 6,2025,of which Mr.Lei Jun,through Smart Mobile Holdings Limited,converted 1,106,241 Class A Shares and Mr.Lin Bin,through Apex Star LLC,converted 122,084 Class A Shares.The Company completed a placing of existing shares and top-up subs
217、cription of new shares under general mandate in March 2025.For details,please refer to the announcements of the Company dated March 25,2025 and March 31,2025.Save as disclosed above,neither the Company nor any of its subsidiaries purchased,sold or redeemed any of the Companys securities listed on th
218、e Stock Exchange(including sale of treasury Shares)during the Reporting Period and up to the Latest Practicable Date.Share SchemesThe Company has four existing share schemes,namely the Pre-IPO ESOP,the 2018 Share Option Scheme,the 2018 Share Award Scheme and the 2023 Share Scheme.A total of 278,267,
219、045 new Shares,representing approximately 1.4%of the weighted average number of the Class B Shares in issue of the Company(excluding any treasury Shares),may be issued in respect of all options and awards granted during the Reporting Period to eligible participants pursuant to the Pre-IPO ESOP,the 2
220、018 Share Option Scheme,the 2018 Share Award Scheme and the 2023 Share Scheme.Xiaomi HK,a principal subsidiary of the Company as defined in Rule 17.14 of the Listing Rules,has adopted 2024 Xiaomi HK Share Scheme.372024 ANNUAL REPORTA total of 510,335,236 new Xiaomi HK Shares,representing approximate
221、ly 5.1%of the weighted average number of Xiaomi HK Shares in issue may be issued in respect of all options and awards granted during the Reporting Period to eligible participants pursuant to the 2024 Xiaomi HK Share Scheme.1.Pre-IPO ESOPThe following is a summary of principal terms of the Pre-IPO ES
222、OP adopted by the Company on May 5,2011,superseded on August 24,2012.(a)PurposeThe purpose of the Pre-IPO ESOP is to promote the success and enhance the value of the Company,by linking the personal interests of the members of the Board,employees,consultants and other individuals to those of the Shar
223、eholders and,by providing such individuals with an incentive for outstanding performance,to generate superior returns to the Shareholders.The Pre-IPO ESOP is further intended to provide flexibility to the Company in its ability to motivate,attract and retain the services of recipients upon whose jud
224、gment,interest and special effort the successful conduct of the Companys operation is largely dependent.(b)Eligible participantsThe eligible participants include employees,consultants,all members of the Board,and other individuals,as determined,authorized and approved by the Board or a committee aut
225、horized by the Board.Awards in the form of share options,restricted share awards and restricted stock units(“RSU”)may be granted to selected participants.(c)Maximum number of shares available for issueThe overall limit on the number of Shares which may be issued pursuant to the Pre-IPO ESOP is 251,3
226、07,455 Class B Shares,which was subsequently adjusted by the Board to 2,512,694,900 Class B Shares(adjusted after taking into account the share subdivision which took place on June 17,2018).No further Pre-IPO awards would be granted under the Pre-IPO ESOP after listing.(d)Maximum entitlement of each
227、 participantThere is no maximum entitlement of each participant.(e)Vesting period and exercise periodThe share options may not be exercised until vested.The Board shall determine the time or times at which an option may be exercised,provided that the term of any option granted under the Pre-IPO ESOP
228、 shall not exceed ten years.Once vested,the vested portion of the option may be exercised in whole or in any part,at any time.As for the RSUs,at the time of grant,the Board shall specify the date or dates on which the RSUs shall become fully vested and non-forfeitable.38XIAOMI CORPORATION(f)Consider
229、ation and purchase pricePursuant to the Pre-IPO ESOP,there is no amount payable on application or acceptance of the award and no purchase price of Shares awarded.(g)Exercise price and paymentThe exercise price per share subject to a share option under the Pre-IPO ESOP shall be determined by the Boar
230、d and set out in the award agreement and may be a fixed or variable price related to the fair market value of the Class B Shares.The Board may set performance objectives or other vesting criteria which,depending on the extent to which they are met,will determine the number or value of RSUs that will
231、 be paid out to the selected participants.(h)Remaining life of the schemeThe term of the Pre-IPO ESOP commenced on August 24,2012 and has expired on the tenth anniversary of the above starting date.Upon expiry of the Pre-IPO ESOP,any Pre-IPO awards that are outstanding shall remain in force accordin
232、g to the terms of the Pre-IPO ESOP and the applicable award agreement.Given that no further Pre-IPO awards would be granted under the Pre-IPO ESOP,the outstanding number of options would be equivalent to the maximum number of new Shares available for issue under the Pre-IPO ESOP.As of the Latest Pra
233、cticable Date,outstanding options representing 167,761,787 underlying Shares,being approximately 0.6%of the issued share capital of the Company,were granted to eligible participants pursuant to the Pre-IPO ESOP.Details of movements of share options granted under the Pre-IPO ESOP during the Reporting
234、 Period are as follows:Number of share optionsGrantees by categoryDate ofgrantVestingPeriod(1)Exerciseprice(US$)Outstandingas atJanuary 1,2024Exercisedduringthe yearCancelledduringthe yearLapsedduringthe yearOutstandingas atDecember 31,2024Weighted average closing price of the Share immediately befo
235、re the date of exercise during the year(HK$)Employee Participants4/1/2010 to6/14/2018110 years00.344239,334,344(45,602,180)(488,320)193,243,84421.65Service Providers1/1/2012 to 4/1/201845 years00.3441,120,0701,120,070N/ATotal:240,454,414(45,602,180)(488,320)194,363,914(1):The exercise period of the
236、options granted under the Pre-IPO ESOP shall commence from the date on which the relevant options become vested and end on the 10th anniversary of the grant date,subject to the terms of the Pre-IPO ESOP and the share option award agreement signed by the grantee.392024 ANNUAL REPORTFurther details of
237、 the Pre-IPO ESOP are set out in Note 28 to the consolidated financial statements.2.2018 Share Option SchemeThe following is a summary of the principal terms of the 2018 Share Option Scheme adopted by the Company on June 17,2018.Immediately upon the 2023 Share Scheme taking effect on June 8,2023,no
238、further share options shall be granted under the 2018 Share Option Scheme.(a)Purpose The purpose of the 2018 Share Option Scheme is to provide selected participants with the opportunity to acquire proprietary interests in the Company and to encourage selected participants to work towards enhancing t
239、he value of our Company and its Shares for the benefit of our Company and the Shareholders as a whole.The 2018 Share Option Scheme will provide our Company with a flexible means of retaining,incentivizing,rewarding,remunerating,compensating and/or providing benefits to selected participants.(b)Eligi
240、ble participantsEligible participants under the 2018 Share Option Scheme include any employee,director,officer,consultant,advisor,distributor,contractor,customer,supplier,agent,business partner,joint venture business partner or service provider of any member of the Group or any affiliate as the Boar
241、d determines.(c)Maximum number of shares available for issueThe total number of Class B Shares which may be issued upon exercise of all share options granted under the 2018 Share Option Scheme is 116,100,000 Class B Shares,representing approximately 0.4%of the issued share capital of the Company as
242、at the Latest Practicable Date.Since the 2023 Share Scheme took effect on June 8,2023,there were no further share options available for grant under the 2018 Share Option Scheme.(d)Maximum entitlement of each participantUnless approved by shareholders of the Company,the total number of Class B Shares
243、 issued and to be issued upon exercise of the options granted and to be granted under the 2018 Share Option Scheme and any other share option scheme(s)of the Company to each selected participant(including both exercised and outstanding options)in any 12-month period shall not exceed 1%of the total n
244、umber of Class B Shares in issue.Any further grant of options to a selected participant which would result in the aggregate number of Class B Shares issued and to be issued upon exercise of all options granted and to be granted to such selected participant(including exercised,cancelled and outstandi
245、ng options)in the 12 month period up to and including the date if such further grant exceeding the individual limit shall be subject to separate approval of shareholders of the Company(with such selected participant and his associates abstaining from voting).(e)Grant of option and option periodAn of
246、fer shall be deemed to have been accepted and the option to which the offer relates shall be deemed to have been granted and to have taken effect when the duplicate of the offer letter comprising acceptance 40XIAOMI CORPORATIONof the offer duly signed by the grantee with the number of Class B Shares
247、 in respect of which the offer is accepted clearly stated therein,together with a remittance in favor of the Company of HK$1.00 by way of consideration for the grant thereof,which must be received by the Company within 20 business days from the date on which the offer letter is delivered to the gran
248、tee.To the extent that the offer is not accepted within 20 business days from the date on which the letter containing the offer is delivered to that selected participant,it shall be deemed to have been irrecoverably declined.An option may,subject to the terms and conditions upon which such option is
249、 granted,be exercised in whole or in part by the grantee giving notice in writing to the Company in such form as the Board may from time to time determine stating that the option is thereby exercised and the number of Class B Shares in respect of which it is exercised.The 2018 Share Option Scheme do
250、es not set out any performance targets that must be achieved before the options may be exercised.However,the Board or its delegate(s)may at their sole discretion specify,as part of the terms and conditions of any option,such performance conditions that must be satisfied before the option can be exer
251、cised.(f)Exercise priceThe exercise price under an option shall be determined by the Board but shall be not less than the greater of:(i)the closing price of a Class B Share as stated in the daily quotations sheet issued by the Stock Exchange on the date of grant;(ii)the average closing price of the
252、Class B Shares as stated in the daily quotations sheets issued by the Stock Exchange for the five business days immediately preceding the date of grant;and(iii)the nominal value of a Class B Share on the date of grant.(g)Remaining life of the scheme The 2018 Share Option Scheme shall be valid and ef
253、fective for the period of ten years commencing on the Listing Date.The remaining life of the 2018 Share Option Scheme is approximately over 3 years.As of December 31,2024,a total of 233,500,000 options had been granted pursuant to the 2018 Share Option Scheme since its adoption.As at the Latest Prac
254、ticable Date,there is no further share options available for grant under the 2018 Share Option Scheme.412024 ANNUAL REPORTDetails of movements of share options granted under the 2018 Share Option Scheme during the Reporting Period are as follows:Number of share optionsGrantees by categoryDate of gra
255、ntVestingPeriodExercisePeriodOutstandingas atJanuary 1,2024Grantedduringthe yearCancelledduringthe yearLapsedduringthe yearExercisedduringthe yearOutstandingas atDecember 31,2024ExercisePrice(HK$)Fair valueof optionsat the dateof grantduring the yearand theaccountingstandardand policyadoptedWeighted
256、averageclosingprice ofthe Sharesimmediatelybefore thedate ofexerciseduringthe year(HK$)Employee Participants7/2/20204 years7/2/2021 to 7/1/20303,000,000(3,000,000)13.60N/A28.159/4/2020410 years9/4/2021 to 9/3/2030105,200,000105,200,00024.50N/AN/A10/9/20204 years10/9/2021 to 10/8/20306,250,0006,250,0
257、0021.04N/AN/A1/6/20214 years1/6/2022 to 1/5/20316,250,0006,250,00033.90N/AN/ATotal:120,700,000(3,000,000)117,700,000Further details of the 2018 Share Option Scheme are set out in Note 28 to the consolidated financial statements.3.2018 Share Award SchemeThe following is summary of the principal terms
258、 of the 2018 Share Award Scheme adopted by the Company on June 17,2018.Immediately upon the 2023 Share Scheme taking effect on June 8,2023,no further awards shall be granted under the 2018 Share Award Scheme.(a)PurposeThe purpose of the 2018 Share Award Scheme is(1)to align the interests of eligible
259、 persons with those of the Group through ownership of Class B Shares,dividends and other distributions paid on Shares and/or the increase in value of the Class B Shares,and(2)to encourage and retain eligible persons to make contributions to the long-term growth and profits of the Group.42XIAOMI CORP
260、ORATION(b)Eligible participantsThe eligible participants include any individual,being an employee,director(including executive Directors,non-executive Directors and independent non-executive Directors),officer,consultant,advisor,distributor,contractor,customer,supplier,agent,business partner,joint v
261、enture business partner or service provider of any member of the Group or any affiliate as the Board determines.(c)Maximum number of shares available for awardThe aggregate number of Class B Shares underlying all grants made pursuant to the 2018 Share Award Scheme will not exceed 1,118,806,541 Share
262、s without Shareholders approval subject to an annual limit of 3%of the total number of issued Shares at the relevant time.Since the 2023 Share Scheme took effect on June 8,2023,there were no further awards available for grant under the 2018 Share Award Scheme.(d)Maximum number of new Shares availabl
263、e for issueUnder the scheme mandate of the 2018 Share Award Scheme,the total number of new Class B Shares issued and may be issued pursuant to the 2018 Share Award Scheme will not exceed 1,118,806,541 Shares.The total number of Class B Shares which may be issued under the 2018 Share Award Scheme is
264、307,848,859 Class B Shares,representing approximately 1.2%of the issued share capital of the Company as at the Latest Practicable Date.(e)Maximum entitlement of each participantThere is no maximum entitlement of each participant.(f)Restrictions on grantsThe Board and its delegate(s)may not grant any
265、 award in the form of Class B Shares pursuant to the 2018 Share Award Scheme to any selected participant in any of the following circumstances:(i)where any requisite approval from any applicable regulatory authorities has not been granted;(ii)where any member of the Group will be required under appl
266、icable securities laws,rules or regulations to issue a prospectus or other offer documents in respect of such award or the 2018 Share Award Scheme,unless the Board determines otherwise;(iii)where such award would result in a breach by any member of the Group or its directors of any applicable securi
267、ties laws,rules or regulations in any jurisdiction;432024 ANNUAL REPORT(iv)where such grant of award would result in a breach of the 2018 Share Award Scheme limit or would otherwise cause the Company to issue Class B Shares in excess of the permitted amount in the mandate approved by the Shareholder
268、s;(v)where any Director is in possession of unpublished inside information in relation to the Company or where dealings by Directors are prohibited under any code or requirement of the Listing Rules and all applicable laws,rules or regulations;(vi)during the period of 60 days immediately preceding t
269、he publication date of the annual results or,if shorter,the period from the end of the relevant financial year up to the publication date of the results;and(vii)during the period of 30 days immediately preceding the publication date of the half-year results or,if shorter,the period from the end of t
270、he relevant half-year period up to the publication date of the results.(g)Consideration and purchase pricePursuant to the 2018 Share Award Scheme,there is no amount payable on application or acceptance of the award and no purchase price of Shares awarded.(h)Vesting and lapseThe Board or its delegate
271、(s)may from time to time while the 2018 Share Award Scheme is in force and subject to all applicable laws,determine such vesting criteria and conditions or periods for the award Shares to be vested/lapsed.(i)Rights attached to the award SharesSave that the Board at its discretion may from time to ti
272、me determine that any dividends declared and paid by the Company in relation to the award Shares be paid to the selected participants even though the award Shares have not yet vested,the selected participant only has a contingent interest in the award Shares underlying an award unless and until such
273、 award Shares are actually transferred to the selected participant,nor does he/she have any rights to any related income until the award Shares vest.No voting rights may be exercised in respect of any award Shares that have not yet vested.44XIAOMI CORPORATION(j)Duration and TerminationThe 2018 Share
274、 Award Scheme shall terminate on the earlier of:(i)the end of the period of ten years commencing on the Listing Date except in respect of any non-vested award Shares granted under the 2018 Share Award Scheme prior to the expiration of the 2018 Share Award Scheme,for the purpose of giving effect to t
275、he vesting of such award Shares or otherwise as may be required in accordance with the provisions of the 2018 Share Award Scheme;and(ii)such date of early termination as determined by the Board provided that such termination shall not affect any subsisting rights of any selected participant under th
276、e rules of the 2018 Share Award Scheme,provided further that for the avoidance of doubt,the change in the subsisting rights of a selected participant in this paragraph refers solely to any change in the rights in respect of the award Shares already granted to a selected participant.452024 ANNUAL REP
277、ORT(k)Remaining life of the schemeThe remaining life of the 2018 Share Award Scheme is approximately over 3 years.Details of the award Shares granted under the 2018 Share Award Scheme(to be satisfied by new Shares)and their movements during the Reporting Period are as follows:Number of award SharesG
278、rantees by categoryDate of grantVestingPeriodPurchasepriceUnvestedawardShares as atJanuary 1,2024Grantedduringthe yearVestedduringthe yearCancelled during the yearLapsedduringthe yearUnvestedaward Sharesas atDecember 31,2024Closing priceof Sharesimmediatelybeforethe grant during the yearFair value o
279、f award Sharesat the date ofgrant during the year and theaccountingstandardand policyadoptedWeightedaverageclosing priceof the Shareimmediatelybeforethe dateof vestingduringthe year(HK$)Employee Participants4/1/2019410 yearsNil5,255,724(907,620)(1)4,348,104N/AN/A14.9411/28/20194 yearsNil16,232(16,23
280、2)N/AN/A14.941/6/20204 yearsNil7,195,029(7,152,983)(1)(42,046)N/AN/A14.944/1/202014 yearsNil2,901,454(2,815,860)(1)(85,594)N/AN/A14.947/2/202045 yearsNil3,821,270(3,726,982)(1)(94,288)N/AN/A16.299/4/2020410 yearsNil8,500,000(1,500,000)(1)(1,000,000)6,000,000N/AN/A19.1810/10/202045 yearsNil953,508(82
281、3,551)(1)(123,228)6,729N/AN/A23.021/6/20214 yearsNil4,677,683(2,416,807)(1)(273,034)1,987,842N/AN/A15.657/2/202114 yearsNil23,698,571(11,269,635)(1)(1,815,604)10,613,332N/AN/A16.257/5/2021410 yearsNil83,174,396(27,376,752)(1)(5,697,644)50,100,000N/AN/A15.1311/24/2021110 yearsNil20,789,899(8,722,660)
282、(1)(1,956,411)10,110,828N/AN/A22.463/23/2022110 yearsNil110,757,068(27,415,885)(1)(4,829,724)78,511,459N/AN/A15.055/20/202215 yearsNil30,575,273(9,802,491)(1)(2,767,839)18,004,943N/AN/A19.168/21/20224 yearsNil57,244,805(18,115,802)(4,114,529)35,014,474N/AN/A17.6811/24/202245 yearsNil28,726,506(9,123
283、,540)(2,567,361)17,035,605N/AN/A26.553/27/2023110 yearsNil174,313,893(38,716,271)(1)(7,294,131)128,303,491N/AN/A15.695/25/202324 yearsNil44,653,485(10,757,193)(3,409,129)30,487,163N/AN/A18.34Category subtotal:607,254,796(180,660,264)(36,070,562)390,523,97046XIAOMI CORPORATIONNumber of award SharesGr
284、antees by categoryDate of grantVestingPeriodPurchasepriceUnvestedawardShares as atJanuary 1,2024Grantedduringthe yearVestedduringthe yearCancelledduringthe yearLapsedduringthe yearUnvestedaward Sharesas atDecember 31,2024Closing priceof Sharesimmediatelybeforethe grant duringthe yearFair value ofawa
285、rd Sharesat the date ofgrant during the year and theaccountingstandardand policyadoptedWeightedaverageclosing priceof the Shareimmediatelybefore the dateof vestingduringthe year(HK$)Service Providers:1/6/20204 yearsNil5,516(5,516)N/AN/A14.944/1/202014 yearsNil2,355(2,355)N/AN/A14.947/2/20204 yearsNi
286、l1,041(1,041)N/AN/A14.9410/10/20204 yearsNil20,671(20,334)(337)N/AN/A22.641/6/202114 yearsNil19,321(9,652)(915)8,754N/AN/A14.947/2/20214 yearsNil142,887(69,425)(6,520)66,942N/AN/A15.9411/24/20224 yearsNil50,812(22,051)(5,885)22,876N/AN/A23.303/23/20224 yearsNil491,491(245,544)(29,498)216,449N/AN/A21
287、.425/20/20224 yearsNil352,181(118,377)(3,713)230,091N/AN/A17.008/21/20224 yearsNil171,661(51,395)(14,913)105,353N/AN/A17.9511/24/20224 yearsNil26,818(8,939)17,879N/AN/A28.553/27/20234 yearsNil602,620(149,778)(34,495)418,347N/AN/A15.225/25/20234 yearsNil228,255(55,892)(4,679)167,684N/AN/A18.30Categor
288、y subtotal:2,115,629(760,299)(100,955)1,254,375Total:609,370,425(181,420,563)(36,171,517)391,778,345(1):Among the total number of awards Shares vested as stated,15,374,533 award Shares were issued to employee participants who subsequently become connected persons for the purpose of Listing Rules dur
289、ing the Reporting Period by way of existing shares.At the time of grant,these employee participants were not connected persons.472024 ANNUAL REPORTDetails of the award Shares granted under the 2018 Share Award Scheme(to be satisfied by existing Shares)and their movements during the Reporting Period
290、are as follows:Number of award SharesGrantees by categoryDate of GrantVestingPeriodPurchasepriceUnvestedawardShares as ofJanuary 1,2024Grantedduringthe yearVestedduringthe yearCancelledduringthe yearLapsedduringthe yearUnvestedaward Sharesas ofDecember 31,2024Closing price of Shares immediately befo
291、re the grant during the yearFair value of awards at the date of grant during the year and the accounting standard and policy adoptedWeighted average closing price of the Share immediately before the date of vesting during the year(HK$)Grantees in aggregate:1/6/20214 yearsNil8,938(4,468)4,470N/AN/A14
292、.9411/24/20214 yearsNil5,746(2,873)2,873N/AN/A23.303/23/2022410 yearsNil1,507,964(2,654)1,505,310N/AN/A14.805/20/202234 yearsNil695,859(342,928)352,931N/AN/A20.078/21/20224 yearsNil82,826(27,607)55,219N/AN/A19.5311/24/20224 yearsNil373,260(124,420)(248,840)N/AN/A17.683/27/202345 yearsNil2,150,692(46
293、2,085)(440,382)1,248,225N/AN/A15.30Total:4,825,285(967,035)(689,222)3,169,028Further details of movements in the 2018 Share Award Scheme are set out in Note 28 to the consolidated financial statements.4.2023 Share SchemeThe 2023 Share Scheme was approved at the annual general meeting by the Sharehol
294、ders on June 8,2023.(a)PurposeThe purpose of the 2023 Share Scheme is(1)to provide the Company with a flexible means of attracting,remunerating,incentivising,retaining,rewarding,compensating and/or providing benefits to eligible participants;(2)to align the interests of eligible participants with th
295、ose of the Company and Shareholders by providing such eligible participants with the opportunity to acquire proprietary interests in the Company and become Shareholders;and(3)to encourage eligible participants to contribute to the long-term growth,performance and profits of the Company and to enhanc
296、e the value of the Company and its Shares for the benefit of the Company and Shareholders as a whole.48XIAOMI CORPORATION(b)Eligible participantsEligible participants are determined by the scheme administrator from time to time to be eligible to participate as grantees under the 2023 Share Scheme,an
297、d shall fall under one or more of the below categories:(i)Employee Participant,being any person who is an employee(whether full-time or part-time or other employment relationship),director or officer of any member of the Group on the grant date.(ii)Related Entity Participant,being an employee(whethe
298、r full-time or part-time or other employment relationship),director or officer of the following:a“holding company”of the Company(as defined in the SFO);a“subsidiary”of a holding company of the Company(as defined in the SFO)other than the Group;or an“associate company”of the Company(as defined in the
299、 Listing Rules).(iii)Service Provider Participant,being a person who provides services to the Group on a continuing basis in its ordinary and usual course of business which are in the interests of the long term growth of the Group as determined by the scheme administrator pursuant to the below crite
300、ria:CategoryEligibility criteria for Service Provider Participant(1)Service providersOutsourced staff engaged by the Group that provides services which are material and relevant to the Groups operations(including but not limited to information technology support,customer services and retails store s
301、upports)on a regular or recurring basis.(2)ConsultantsThose that(a)provide consultancy services material and relevant to the Groups operations(including but not limited to services in recruitment,tax,research and development,market advisory services);(b)engage with the Group on a regular or recurrin
302、g basis;and(c)have specialties or expertise in areas that supplement the Group or with which the Group would consider important to maintain a close business relationship on an ongoing basis.(3)SuppliersThose that supply the Group with goods on a regular or recurring basis,with which the Group would
303、consider important to maintain a close business relationship on an ongoing basis,and in turn,it would be beneficial to the Groups business relationship to grant such supplier with proprietary ownership in the Company and to encourage the supplier to have a vested shareholding interest in the Group a
304、nd in the Groups future development.(4)Agents and contractorsThose that provide important services to the Group on a regular or recurring basis with which the Group would consider important to maintain a close collaborative relationship on an ongoing basis,that in turn,it would be beneficial to the
305、collaboration between the Group and the agents and/or contractors to grant such agents and/or contractors proprietary ownership in the Company and to encourage the agents and/or contractors to have a vested shareholding interest in the Group and the Groups future development.492024 ANNUAL REPORT(c)A
306、wardAn award may take the form of a share option or a share award,and which shall be funded by award Shares.(d)Maximum number of award Shares available for grantThe total number of Class B Shares which may be issued pursuant to all awards to be granted under the 2023 Share Scheme and awards to be gr
307、anted under any other share schemes of the Company is not more than 2,503,959,565(the“2023 Share Scheme Mandate Limit”).Within the 2023 Share Scheme Mandate Limit,the total number of Shares which may be issued pursuant to awards to be granted to service provider participants under the 2023 Share Sch
308、eme is not more than 125,197,978(the“2023 Share Scheme Service Provider Sublimit”).As at January 1,2024,2,358,377,326 Shares were available for grant(including 124,851,426 Shares available for grant to service providers)under the 2023 Share Scheme.During the Reporting Period,278,267,045 award Shares
309、 were granted to eligible participants(including 839,272 award Shares granted to service providers)pursuant to the 2023 Share Scheme,respectively and 22,761,054 award Shares were forfeited(including 59,975 award Shares forfeited from service providers)pursuant to the 2023 Share Scheme.It follows tha
310、t,as of December 31,2024,2,102,871,335 Shares and 124,072,129 Shares were available for grant under the 2023 Share Scheme Mandate Limit and the 2023 Share Scheme Service Provider Sublimit,respectively.(e)Maximum number of award Shares available for issueAs at January 1,2024,no new Shares were issued
311、 pursuant to the 2023 Share Scheme.During the Reporting Period,36,521,599 new Shares were issued pursuant to the 2023 Share Scheme.It follows that,as of December 31,2024 and the Latest Practicable Date,2,467,437,966 new Shares(representing approximately 9.5%of the issued share capital(excluding any
312、treasury Shares)of the Company as of the Latest Practicable Date)and 2,430,059,036 new Shares(representing approximately 9.4%of the issued share capital(excluding any treasury Shares)of the Company as of the Latest Practicable Date)were available for issue under the 2023 Share Scheme Mandate Limit,r
313、espectively.(f)Issue price and exercise priceThe scheme administrator may determine in their absolute discretion the issue price for the exercise of share awards and/or the exercise price for share options for awards in the form of share awards and/or share option(as the case may be)and such prices
314、shall be set out in the award letter.However,the exercise price for share options shall be no less than the higher of:(a)the closing price of the Shares on the grant date;and(b)the average closing price of the Shares for the five business days immediately preceding the grant date.50XIAOMI CORPORATIO
315、N(g)Maximum entitlement of each eligible participantThere is no specific maximum entitlement for each eligible participant under the 2023 Share Scheme.Grants to individuals that exceed the thresholds set out in the Chapter 17 of the Listing Rules will be subject to additional approval requirements a
316、s required under the Chapter 17 of the Listing Rules.(h)Exercise periodThe scheme administrator may determine in its absolute discretion the exercise period for any award of share options and/or share awards and such period shall be set out in the award letter.However,the exercise period for any awa
317、rd of share options shall not be longer than 10 years from the grant date.(i)Vesting periodThe scheme administrator may determine the vesting period and specify such period in the award letter.The vesting period may not be for a period less than 12 months from the grant date,except in limited circum
318、stances set out in the scheme rules.These circumstances may only apply to employee participants and are consistent with the scenarios contemplated in FAQ13 No.12 issued by the Stock Exchange,including:(i)grants of“make whole”awards to a new employee participant to replace the awards that the employe
319、e participant forfeited when leaving their previous employer;(ii)grants to an employee participant whose employment is terminated due to death or disability or event of force majeure;(iii)grants of awards that are subject to the fulfilment of performance targets as determined in the conditions of th
320、e grantees grant;(iv)grants of awards the timing of which is determined by administrative or compliance requirements not connected with the performance of the employee participant,in which case the vesting date may be adjusted to take account of the time from which the award would have been granted
321、if not for such administrative or compliance requirements;(v)grants of awards with a mixed vesting schedule such that the award vests evenly over a period of 12 months;or(vi)grants of awards with a total vesting and holding period of more than 12 months.(j)AcceptanceThe scheme administrator may dete
322、rmine in their absolute discretion the amount(if any)payable on application or acceptance of an award and the period within which any such payments must be made,and such amounts(if any)and periods shall be set out in the award letter.Unless otherwise specified in the award letter,the grantee shall h
323、ave 10 business days from the grant date to accept the award,following which,the portion not accepted by the grantee shall automatically lapse.512024 ANNUAL REPORT(k)TerminationThe 2023 Share Scheme shall terminate on the earlier of:(a)the 10th anniversary of the adoption date;and(b)such date of ear
324、ly termination as determined by the Board,provided that such termination shall not affect any subsisting rights in respect of the awards already granted to eligible participants.(l)Remaining Life of the 2023 Share SchemeThe 2023 Share Scheme is valid and effective for a period of 10 years commencing
325、 from the date of adoption and up to June 7,2033.The remaining life of the 2023 Share Scheme is approximately over 8 years.Details of the award Shares granted under the 2023 Share Scheme(to be satisfied by new Shares)and their movements during the Reporting Period are as follows:Number of award Shar
326、esGrantees by categoryDate of grantVestingPeriodPurchasepriceUnvested awardShares as at January 1,2024Grantedduringthe yearVestedduringthe yearCancelledduringthe yearLapsedduringthe yearUnvestedaward Sharesas atDecember 31,2024Closing priceof Sharesimmediatelybeforethe grant duringthe year(HK$)Fair
327、value ofaward Sharesat the date ofgrant during the year and theaccountingstandardand policyadopted(1)(HK$)Weightedaverageclosing priceof the Shareimmediatelybefore thedate of vestingduringthe year(HK$)Employee Participants8/30/2023210 yearsNil98,826,919(23,632,684)(8,154,524)67,039,711N/AN/A18.6711/
328、21/2023210 yearsNil46,408,768(11,624,396)(2,964,233)31,820,139N/AN/A25.923/20/2024110 yearsNil153,178,665(2)(695,427)(6,990,748)145,492,49014.8614.5021.865/24/2024110 yearsNil33,910,228(2)(145,873)(2,024,281)31,740,07418.9418.3024.658/22/202414 yearsNil40,864,125(2)(188,692)(2,350,331)38,325,10217.5
329、219.1021.9111/20/202415 years Nil49,474,755(2)(154,133)(216,962)49,103,66028.3028.0027.70Category subtotal:145,235,687277,427,773(36,441,205)(22,701,079)363,521,176Service Providers8/30/20234 yearsNil332,152(76,794)(20,642)234,716N/AN/A18.8811/21/20234 yearsNil14,400(3,600)10,800N/AN/A28.003/20/2024
330、4 yearsNil376,232(2)(39,333)336,89914.8614.50N/A5/24/20244 yearsNil189,141(2)189,14118.9418.30N/A8/22/202414 yearsNil154,913(2)154,91317.5219.10N/A11/20/202414 yearsNil118,986(2)118,98628.3028.00N/ACategory subtotal:346,552839,272(80,394)(59,975)1,045,455Total:145,582,239278,267,045(36,521,599)(22,7
331、61,054)364,566,631(1):The fair value of the award Shares granted during the Reporting Period were determined based on the market value of the Shares at the respective grant dates.52XIAOMI CORPORATION(2):A time-based vesting schedule is applicable to the award Shares.The number of award Shares to be
332、vested at every anniversary year shall be based on the selected participants performance rank in the said anniversary year.The performance rank is linked to the performance of the selected participant(and in some cases of the selected participants department)in the anniversary year as assessed by th
333、e Group.Further details of the 2023 Share Scheme are set out in Note 28 to the consolidated financial statements.5.2024 Xiaomi HK Share SchemeThe 2024 Xiaomi HK Share Scheme was approved at the annual general meeting by the Shareholders on June 6,2024.(a)PurposeThe purpose of the 2024 Xiaomi HK Share Scheme is(1)to provide Xiaomi HK with a flexible means of retaining,incentivising and rewarding el