CH BEIDAHUANG(00039)

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中国北大荒(00039):杨光获委任为非执行董事及董事会副主席

智通财经网· 2025-08-03 10:12
Group 1 - The company announced the resignation of Mr. Li Jin as a non-executive director and vice chairman of the board, effective July 16, 2025 [1] - Mr. Yang Guang has been appointed as a non-executive director and vice chairman of the board, effective August 1, 2025 [1]
中国北大荒(00039) - 董事及副主席变动
2025-08-03 10:06
香港交易及結算所有限公司及香港聯合交易所有限公司對本公佈之內容概不 負責,對其準確性或完整性亦不發表任何聲明,並明確表示概不就因本公佈 全部或任何部分內容而產生或因倚賴該等內容而引致之任何損失承擔任何責 任。 China Beidahuang Industry Group Holdings Limited 中國北大荒產業集團控股有限公 司 (於開曼群島註冊成立的有限公司) (股份代號:00039) 董事及副主席變動 中國北大荒產業集團控股有限公司(「本公司」,連同其附屬公司統稱「本集 團」)董事(「董事」)會(「董事會」)宣佈,(i)於二零二五年七月十六日,李進先生 (「李先生」)已提請辭任非執行董事及董事會副主席職務;及(ii)楊光先生(「楊 先生」)已獲委任為非執行董事及董事會副主席,自二零二五年八月一日起生 效。 李進先生辭任 李先生已於二零二五年七月十六日提請辭任非執行董事及董事會副主席職 務。根據李先生之辭任函:(i)李先生之辭任乃出於北大荒商貿集團(香港)國際 貿易有限公司(「北大荒香港」)之工作安排調整;及(ii)李先生除對於二零二五 年六月三十日下午五時三十分舉行之董事會會議(「該會議」)被指 ...
又有国资重组!600039,拟筹划资产购买
Zheng Quan Shi Bao· 2025-05-27 13:18
Market Overview - The A-share market showed weakness today, with the Shanghai Composite Index closing down by 0.18% and a total trading volume of 1.02 trillion yuan. Over 2,600 stocks rose while 2,576 fell, with 95 stocks hitting the daily limit up and 5 hitting the limit down [1]. Sector Performance - The agricultural chemical sector saw significant gains in the afternoon, with Zhongqi Co. hitting the daily limit up. Other stocks like Zhongnong United, Guangxin Co., and Lier Chemical also reached the limit up [1]. - Consumer goods stocks performed strongly throughout the day, particularly in the beverage manufacturing and clothing sectors, which had the highest gains [1]. Historical Highs - A total of 23 stocks reached historical closing highs today, with a concentration in the machinery equipment, pharmaceutical biology, and food and beverage sectors, featuring 6, 5, and 2 stocks respectively [2]. - The average increase for stocks that reached historical highs was 6.98%, with notable gainers including Hahai Huadong, Jinlongyu, and Jinghua Laser [2]. Institutional Activity - In the institutional trading board, 10 stocks saw net purchases from institutions, with Xinghui Co. leading at a net buy of 34.13 million yuan, followed by Qingdao Jinwang at 26.84 million yuan [5]. - Conversely, stocks like Xindadi and Nuofeng experienced net sales exceeding 40 million yuan [4]. Northbound Capital - Northbound capital saw net purchases in stocks like Greebo and Fenghuo Electronics exceeding 20 million yuan, while net sales over 20 million yuan were recorded for Baili Electric and San Sheng Guo Jian [6]. Corporate Announcements - Sichuan Road and Bridge is planning to acquire 100% equity of Chengdu Xinzhu Transportation Technology Co. from its controlling shareholder, which is expected to constitute a related party transaction [7]. - Muyuansheng has submitted an application for issuing H-shares and listing on the Hong Kong Stock Exchange [7]. - Keke Technology plans to repurchase shares for an employee stock ownership plan, with a budget of 10 to 20 million yuan [7]. - Zhizhi Co. announced a commitment from its controlling shareholder to not reduce their holdings from May 30 to December 31, 2025 [8].
中国北大荒(00039) - 2024 - 年度财报
2025-04-30 09:24
Financial Performance - For the year ended December 31, 2024, the Group's revenue was approximately HK$182.09 million, a decrease of 17.13% from HK$219.73 million in 2023[12]. - The Group's gross profit for the year was approximately HK$42.66 million, down from HK$60.04 million in 2023[12]. - The loss from continuing operations for the year was approximately HK$28.10 million, compared to a loss of HK$23.12 million in 2023[12]. - The loss attributable to owners for the year was HK$25.55 million, an improvement from a loss of HK$31.53 million in 2023[11]. - The average shareholders' equity decreased to HK$423.05 million from HK$710.91 million in 2023[11]. - The return on average equity for the year was -69.92%, compared to -21.57% in 2023[11]. Debt and Liquidity - Total indebtedness at year-end was HK$108.09 million, significantly reduced from HK$553.36 million in 2023[11]. - The Group's total debt to total capital ratio improved to 31.15% from 47.52% in 2023[11]. - The current ratio as of December 31, 2024, was approximately 0.71, compared to approximately 1.03 as of December 31, 2023, reflecting a decrease in liquidity[38]. - The Group's total bank loans and other borrowings decreased to approximately HK$28,770,000 as of December 31, 2024, from approximately HK$441,650,000 as of December 31, 2023, a reduction of about 93.5%[39]. - The gearing ratio as of December 31, 2024, was approximately 85.54%, significantly improved from approximately 199.67% as of December 31, 2023, indicating a healthier financial structure[41]. Business Strategy and Growth - The Group plans to control costs and focus on existing resources to strengthen its business organically and through acquisitions[13]. - The Group aims to diversify its business mix and will invest in similar businesses with experienced partners[13]. - The Group entered into an investment cooperation agreement to establish Hunan Magic Foods Technology Company Limited, targeting the production of 100,000 tons of konjac semi-finished products and 10,000 tons of konjac snack foods annually[47]. - The main target market for Magic Foods is China, with potential future expansion into other countries, reflecting confidence in the konjac foods market's development prospects[48]. - A cooperation framework agreement was signed with Jiangcheng County Government for an intensive processing project for imported konjac, aiming to create a complete industrial chain from planting to sales[53]. - The Company proposed to acquire the entire issued shares of Huapan and Hao Resources Co., Ltd., indicating strategic growth through potential acquisitions[55]. Acquisitions and Investments - The Company has entered into a framework agreement to acquire the entire issued shares of the Target Company, which holds the BOT concession for the "Laos Boten International Port Health and Animal and Plant Inspection and Quarantine Center" project[58]. - The Target Company will share 90% of the profits from the project operating company with the Louang Namtha Province Government of Laos during the 90-year operation period[60]. - The Proposed Acquisition is subject to due diligence, which will conclude on February 28, 2025[65]. - The consideration for the Proposed Acquisition will be negotiated further between the Company and the Potential Purchaser[61]. - The Company has also agreed to acquire approximately 51% of the issued share capital of Hunan Tianyu Ecological Agriculture Development Co., Ltd for a cash consideration of RMB 14,280,000[74]. - The acquisition is expected to provide a stable and recurrent source of income for the group and enhance its asset base in Mainland China[85]. Corporate Governance - The Company has complied with all code provisions of the Corporate Governance Code during the year ended December 31, 2024, ensuring transparency and accountability to shareholders[160]. - The Board is responsible for strategic decisions and performance oversight, with daily operations delegated to management, ensuring a clear governance structure[163]. - The independent non-executive Directors play a crucial role in providing independent judgment on strategic issues, safeguarding shareholder interests[168]. - The Company emphasizes the importance of Board diversity to enhance performance and achieve strategic objectives[199]. - The selection of Board candidates is based on a variety of factors including gender, age, and professional experience, focusing on merit and contribution[200]. Restructuring and Legal Matters - The company is actively exploring debt restructuring options due to liquidity constraints and financial challenges, including engaging with creditors and stakeholders[103][106]. - The Creditors' Scheme was sanctioned by the High Court on November 29, 2023, but has not yet become effective pending registration and an initial cash payment of HK$45,000,000[114]. - The restructuring plan aims to release all of the company's indebtedness and liabilities to creditors, which is deemed beneficial for shareholders[135]. - The company was ordered to pay damages of HK$4,394,000 related to a lawsuit from a former director, with an appeal filed on March 6, 2023, against a lower judgment of HK$2,944,000[100][102].
中国北大荒(00039) - 2024 - 年度业绩
2025-03-31 14:52
Financial Performance - For the fiscal year ending December 31, 2024, the company reported a revenue of HKD 182,085,000, a decrease of 17% from HKD 219,729,000 in 2023[2] - The gross profit for the same period was HKD 42,659,000, down 29% from HKD 60,043,000 in the previous year[2] - The operating loss increased to HKD 11,482,000 compared to a profit of HKD 11,456,000 in 2023[3] - The total comprehensive loss for the year was HKD 521,468,000, significantly higher than HKD 174,397,000 in 2023[4] - The company reported a loss per share of HKD 4.60 for total operations, compared to HKD 2.42 in 2023[4] - The group reported a total loss from continuing operations of HKD 28,097,000 for the year, with a pre-tax loss of HKD 30,899,000[20] - The loss from continuing operations (after tax) was approximately HKD 28,100,000, compared to a loss of approximately HKD 23,120,000 in 2023, indicating an increase in losses due to reduced revenue and gross profit[49] Assets and Liabilities - The company's net assets decreased to HKD 238,905,000 from HKD 611,237,000 in the previous year, indicating a decline of approximately 61%[6] - The current liabilities exceeded current assets by HKD 38,467,000, indicating a negative working capital situation[6] - Total assets for the continuing operations amounted to HKD 442,947,000, with classified assets of HKD 513,507,000[21] - The group’s current liabilities net value was approximately HKD 38,470,000 as of December 31, 2024, compared to approximately HKD 35,970,000 in the previous year[57] - The company’s total liabilities included trade payables of HKD 148,781,000 and other payables of HKD 117,096,000, indicating a significant level of outstanding obligations[35] Cash Flow and Financing - The company has a cash flow forecast that suggests it will have sufficient operating funds to meet its financial obligations over the next twelve months[10] - Cash generated from operating activities was HKD 47,904,000, significantly higher than HKD 9,987,000 in the previous year[34] - The company’s cash flow from financing activities showed a net outflow of HKD 47,421,000, compared to HKD 11,809,000 in the previous year, indicating increased financing pressures[34] - The group is currently negotiating with banks to secure necessary financing to meet operational and financial needs in the near future[11] Discontinued Operations - The company recorded a significant loss from discontinued operations amounting to HKD 271,645,000, compared to HKD 122,470,000 in 2023[3] - The company reported a significant loss of HKD 271,645,000 from discontinued operations for the year ended December 4, 2024[32] - The group has terminated operations in the segments related to liquor, construction and development, financing leasing, and mineral and food trading during the year[17] Investment and Growth Strategies - The group plans to continue expanding its core business segments and seek investments in other potential profitable businesses[61] - The company has signed an investment cooperation agreement to establish Hunan Magic Food Technology Co., Ltd., aiming to produce and sell 100,000 tons of konjac raw materials and 10,000 tons of konjac snacks and prepared dishes annually[62] - The konjac food market is expected to provide a continuous profit source, with a cooperation framework agreement signed with Jiangcheng County Government for deep processing of konjac products[63] - A framework agreement was established for the potential acquisition of all shares of Huapan and Hao Resources Ltd., which holds a BOT concession for a project in Laos[64][65] Restructuring and Debt Management - The company is currently facing financial challenges and is exploring various feasible options for debt restructuring, including a creditor plan[77] - A creditor meeting was held on November 20, 2023, with 30 creditors holding a total principal amount of HKD 1,009,153,816.42, representing 98.46% of the total voting debt, attending the meeting[79] - The creditor plan was approved by the High Court on November 29, 2023, and will take effect upon certain conditions being met, including an initial cash payment of HKD 45 million[80] - The restructuring is viewed as a strategic response to current market challenges, aimed at orderly debt settlement and improving the company's financial and liquidity position[87] Corporate Governance and Compliance - The company has complied with the corporate governance code, except for certain deviations regarding training records and the absence of a CEO position since June 24, 2016[101][102] - The group’s audited consolidated annual performance for the year ending December 31, 2024, complies with relevant accounting standards, laws, and regulations[105] Employee and Operational Changes - As of December 31, 2024, the group has approximately 45 employees, down from about 147 in 2023, with total employee costs around HKD 5,770,000[97] - The company did not recommend any dividend for the year ending December 31, 2024, consistent with the previous year[99]
中国北大荒(00039) - 2024 - 中期财报
2024-09-27 08:33
Financial Performance - Revenue for the six months ended June 30, 2024, was HK$424,135,000, an increase from HK$404,966,000 in the same period of 2023, representing a growth of 4.3%[4] - Gross profit decreased to HK$41,608,000 from HK$52,644,000 year-on-year, reflecting a decline of 21%[4] - Loss for the period was HK$57,532,000, compared to a loss of HK$38,624,000 in the previous year, indicating a deterioration of 48.9%[5] - Basic and diluted loss per share attributable to ordinary equity holders of the parent was HK$0.96, up from HK$0.67 in 2023[5] - Total comprehensive expense for the period amounted to HK$76,367,000, down from HK$103,838,000 in the same period last year[5] - The Group's loss attributable to equity holders for the six months ended June 30, 2024, was HK$60,449,000, compared to a loss of HK$42,207,000 in 2023[53] - Basic and diluted loss per share for the six months ended June 30, 2024, was HK$0.96, compared to HK$0.67 in 2023, indicating a deterioration in performance[54] Assets and Liabilities - Non-current assets decreased to HK$628,217,000 as of June 30, 2024, from HK$678,632,000 at the end of 2023[6] - Current assets increased to HK$1,221,646,000 from HK$1,183,600,000, showing a growth of 3.2%[6] - Total equity decreased to HK$534,870,000 as of June 30, 2024, down from HK$611,237,000 at December 31, 2023, representing a decline of approximately 12.5%[8] - Current liabilities increased to HK$1,219,696,000 from HK$1,147,626,000, reflecting a rise of about 6.3%[7] - Total non-current liabilities decreased to HK$95,297,000 from HK$103,369,000, indicating a reduction of approximately 7.8%[7] - Cash and cash equivalents at the end of the period decreased to HK$9,365,000 from HK$17,652,000, indicating a reduction of approximately 47.1%[11] - The Group's net assets attributable to owners of the parent decreased to approximately HK$540.81 million from HK$620.01 million[104] Cash Flow and Financing - Net cash flows generated from operating activities amounted to HK$15,162,000 for the six months ended June 30, 2024, compared to HK$23,763,000 for the same period in 2023[11] - The company reported a net cash decrease of HK$3,549,000 for the period, contrasting with an increase of HK$5,648,000 in the previous year[11] - The Group plans to control costs and focus on existing resources to strengthen and grow the business through organic growth and acquisitions[78] - The Company is negotiating with investors for further financing, including equity financing, bank borrowing, and issuance of new convertible bonds to improve liquidity[19] - The Company has conditionally agreed to issue 850 million subscription shares for an aggregate subscription price of HK$85 million as part of a restructuring plan[19] Restructuring and Legal Matters - The Company is exploring various options for debt restructuring, including engaging with creditors and potential investors[129] - A creditors' scheme has been proposed, allowing scheme creditors to receive shares or cash dividends in full settlement of their claims, which may involve the disposal of certain subsidiaries at nominal consideration[22] - The Company has faced legal claims, including a judgment requiring it to pay damages of HK$4,394,000 related to a share option dispute[117] - The Company has signed a consent summons to withdraw a petition for winding up filed against it, resolving a debt issue of HK$7,197,841.10[119] Segment Performance - The group is organized into six reportable operating segments: wine and liquor, food products trading, construction and development, financial leasing, mineral products, and rental[31] - Revenue from trading of food products increased to HK$239,890,000 in 2024, up 16.7% from HK$205,491,000 in 2023[42] - Revenue from mineral products decreased to HK$87,403,000 in 2024, down 13.7% from HK$101,340,000 in 2023[42] - The wine and liquor business generated no revenue during the period (2023: HK$Nil) due to incomplete resumption of sales points and delivery services after the lifting of anti-coronavirus measures in the PRC[81] Governance and Compliance - The Company has complied with all provisions of the Corporate Governance Code throughout the period, except for the non-compliance with Rule 3.10A regarding the ratio of independent non-executive Directors[163] - The audit committee has reviewed the unaudited consolidated results for the period, ensuring compliance and accuracy in reporting[3] - The roles of chairman and chief executive are not separated, as the company has not had a chief executive officer since June 24, 2016[162] - The Company is in the process of identifying a suitable candidate for appointment as an additional independent non-executive Director to comply with Rule 3.10A by October 31, 2024[163]
中国北大荒(00039) - 2024 - 中期业绩
2024-08-30 14:39
Financial Performance - Revenue for the six months ended June 30, 2024, was HKD 424,135,000, an increase of 4.3% compared to HKD 404,966,000 for the same period in 2023[1] - Gross profit decreased to HKD 41,608,000, down 21.0% from HKD 52,644,000 year-on-year[1] - The company reported a loss before tax of HKD 57,527,000, compared to a loss of HKD 38,621,000 in the previous year, representing a 48.9% increase in losses[2] - Total comprehensive loss for the period was HKD 76,367,000, a decrease from HKD 103,838,000 in the same period last year[3] - The company reported a pre-tax loss of HKD 57,527,000 for the six months ended June 30, 2024, compared to a pre-tax loss of HKD 38,624,000 for the same period in 2023, indicating a deterioration in financial performance[14] - The pre-tax loss for the period was HKD 60,449,000, compared to a loss of HKD 42,207,000 in the previous year, indicating a worsening financial performance[24] - Basic and diluted loss per share was HKD 0.96, compared to HKD 0.67 in the previous year, reflecting a 43.3% increase in losses per share[24] - The net loss after tax was approximately HKD 57,530,000, compared to a loss of HKD 38,620,000 in the previous year[43] Assets and Liabilities - Non-current assets decreased to HKD 628,217,000 from HKD 678,632,000, reflecting a decline of 7.4%[4] - Current assets increased to HKD 188,992,000, up from HKD 163,782,000, marking a growth of 15.4%[4] - The company’s cash and cash equivalents were HKD 9,365,000, down from HKD 12,996,000, indicating a decrease of 27.0%[4] - The total liabilities increased to HKD 1,219,696,000 from HKD 1,147,626,000, an increase of 6.3%[4] - As of June 30, 2024, the group's net asset value attributable to equity holders was approximately HKD 540,810,000, down from HKD 620,010,000 at the end of the previous year[49] - The current ratio as of June 30, 2024, was 1.00, compared to 1.03 at the end of the previous year[49] - Total bank and other borrowings amounted to approximately HKD 498,100,000, an increase from HKD 441,650,000 at the end of the previous year[50] - The debt-to-equity ratio was 66.13% as of June 30, 2024, compared to 63.20% at the end of the previous year[50] Revenue Segments - Total revenue for the six months ended June 30, 2024, was HKD 327,293,000, with significant contributions from the food trading segment, which generated HKD 239,890,000[15] - The company’s revenue from logistics and warehousing rental totaled HKD 98,135,000 during the reporting period[17] - Customer contract revenue for food sales increased to HKD 239,890,000, up 16.7% from HKD 205,491,000 in the previous year[18] - Total revenue recognized at a point in time reached HKD 327,293,000, a 6.4% increase from HKD 306,831,000 year-on-year[18] - Other income from leasing rose to HKD 93,582,000, compared to HKD 87,847,000, reflecting a growth of 6.5%[18] - The food trading business generated revenue of approximately HKD 239,890,000, accounting for 56.56% of total revenue, up from 50.74% in the previous year[36] - The mining business recorded revenue of approximately HKD 87,400,000, representing 20.61% of total revenue, down from 25.03% in the previous year[38] - The leasing business generated revenue of approximately HKD 93,580,000, accounting for 22.06% of total revenue, an increase from 21.69% in the previous year[39] - The financing leasing business recorded revenue of HKD 3,260,000, down from HKD 10,290,000, representing 0.77% of total revenue compared to 2.54% in the previous year[40] Cost Management and Operational Focus - Management is focusing on cost control measures to enhance operational performance and cash flow[8] - The group plans to continue controlling costs and focus on internal expansion and acquisitions to strengthen and develop its business[34] - Selling and distribution expenses decreased by 11.25% to approximately HKD 8,440,000, representing 1.99% of total revenue[44] - Administrative expenses were approximately HKD 42,960,000, a decrease of 7.69% from HKD 46,540,000 in the previous year[45] - Financing costs increased to approximately HKD 48,550,000, up from HKD 36,840,000 in the previous year due to increased default interest expenses[46] Financing and Restructuring Efforts - The company is exploring additional financing options, including equity financing and bank loans, to improve liquidity[9] - The company has implemented several measures to ensure sufficient working capital to meet current requirements, although the effectiveness of these measures remains uncertain[11] - A creditor plan was presented to the company's creditors, which was approved by 26 out of 30 voting creditors during the meeting held on November 20, 2023[10] - The company is exploring various feasible options for debt restructuring due to current liquidity constraints and financial challenges, including a creditor plan involving the issuance of shares and asset sales[59] - A hearing for the creditor plan was initially scheduled for June 16, 2023, but was postponed multiple times, with the latest hearing held on November 29, 2023, where the plan was approved[60][61] - The creditor plan will become effective upon the registration of the court's approval and the receipt of an initial cash payment of HKD 45,000,000[61] - The company entered into a restructuring agreement for the conditional subscription of 850,000,000 shares at a total subscription price of HKD 85,000,000, equivalent to HKD 0.10 per share, representing approximately 11.24% of the enlarged issued share capital[62] - The restructuring special general meeting was held on August 9, 2024, where all proposed resolutions were formally approved by independent shareholders[62] Governance and Compliance - The company has adopted a code of ethics and securities trading that complies with the standards set by the Hong Kong Stock Exchange[67] - The company does not currently meet the requirement of having at least one-third independent non-executive directors on the board, as of July 1, 2024[69] - The company is actively seeking suitable candidates to appoint as independent non-executive directors to comply with relevant regulations by October 31, 2024[69] Other Information - The company did not recommend any dividend payment for the period, consistent with the previous year[23] - There were no purchases, sales, or redemptions of the company's listed securities during the period[65] - The company has adopted new accounting standards effective from January 1, 2024, which did not have a significant impact on financial performance or disclosures[12] - There were no significant events after the reporting period up to the date of this announcement[70]
中国北大荒(00039) - 2023 - 年度财报
2024-04-30 14:21
Food Products Business Performance - The Group's food products business recorded revenue of approximately HK$445.2 million, accounting for 52.69% of total revenue (2022: HK$464.8 million, 49.96%)[8] - The food products business achieved a gross profit of approximately HK$13.87 million for the year (2022: HK$10.62 million)[8] - Trading of food products business recorded revenue of approximately HK$445.20 million, accounting for 52.69% of total revenue[96] - Gross profit from the food products business segment was approximately HK$13.87 million[96] Construction and Project Delays - The construction of the Seafood Food City project in Lianyungang, Jiangsu is expected to be delayed until the first half of 2024 due to the impact of COVID-19[9][10] Financial Leasing and Loans - The Group's financial leasing subsidiary, Dahuangyuan, granted loans totaling RMB54.15 million to Customer A, secured by machinery valued at HK$114.09 million[20] - The company granted a loan of RMB 54.15 million to Customer A, secured by property, plant, and equipment valued at HK$ 114.09 million[21] - A loan of RMB 26 million was granted to Customer B, secured by electronic equipment and machineries valued at HK$ 57.51 million[22] - Dahuangyuan implemented credit risk assessment procedures including background checks, financial document review, collateral verification, and repayment history analysis[14] - Loan officers provide regular updates on borrower credit status, collateral valuation, and repayment status, with half-yearly reports prepared after borrower meetings and site visits[16] - The Group's financial leasing business focuses on loans secured by property, plant, and equipment, with borrowers often introduced by employees or management[113] - Dahuangyuan conducts credit risk assessments, including background checks, financial reviews, and collateral evaluations, before approving loans[112] - Loan terms are determined through arm's length negotiations, considering factors such as applicant financial means, macroeconomic conditions, and collateral availability[115] Legal Actions and Loan Defaults - The company has initiated legal action against Customer B since April 2022, with the first court hearing expected in the second half of 2024[23] - Loan B was classified as defaulted in December 2021, with a full impairment loss of HK$ 29 million recognized for the year ended December 31, 2021[24] - The company has fully provisioned for Loan B owed by Customer B, with the first court hearing expected in the second half of 2024[49] - Dahuangyuan treated Loan B as defaulted since December 2021, recognizing a full impairment loss of HK$29 million, despite collateral value exceeding the outstanding loan amount[123] - Loan B was secured by property, plant, and equipment with an assessed value of RMB 57.51 million, but the borrower failed to deliver the collateral as per contract terms[124] Debt and Financial Restructuring - The company is exploring debt restructuring options, including engaging with creditors and potential investors, and implementing a Creditors' Scheme in Hong Kong[41][43] - The High Court granted leave for the company to convene a meeting of creditors under the Creditors' Scheme, with a hearing scheduled for 29 November 2023[42][44] - The Creditors' Scheme was sanctioned by the High Court on 29 November 2023, but it will not become effective until the order is registered and an initial cash payment of HK$45,000,000 is received[46][47] - The company announced a Creditors' Scheme hearing scheduled for 16 June 2023, which was adjourned multiple times, with the final hearing set for 18 August 2023[67] - A total of 30 Scheme Creditors holding HK$1,009,153,816.42 in claims (98.46% of total outstanding claims) attended the Scheme Meeting, with 26 creditors holding HK$946,353,267.75 (92.33% of voting claims) voting in favor of the Creditors' Scheme[71] - The Scheme Meeting was held on 20 November 2023 to consider and approve the Creditors' Scheme proposed under Sections 670, 671, 673, and 674 of the Companies Ordinance[81] Financial Performance and Metrics - Group revenue decreased by 9.17% to HK$845.00 million, with a gross profit of HK$108.29 million[50] - Net loss (after tax) was HK$145.59 million, an improvement from HK$222.40 million in 2022[50] - Selling and distribution expenses decreased by 21.38% to HK$18.02 million, representing 2.13% of revenue[50] - Administrative expenses increased by 23.79% to HK$114.13 million, mainly due to additional penalty provisions[50] - Finance costs decreased by 32.89% to HK$100.55 million, representing 11.90% of revenue[50] - Group's net assets decreased to HK$620.01 million, with net current assets at HK$35.97 million[51] - Cash and cash equivalents stood at HK$13.00 million, with total bank and other borrowings at HK$441.65 million[51] - Gearing ratio increased to 63.20% as of 31 December 2023, up from 53.44% in 2022[51] - Revenue for the year ended 31 December 2023 was approximately HK$845.00 million, a decrease of 9.17% compared to HK$930.28 million in 2022[104] - Gross profit for the year was approximately HK$108.29 million, down from HK$135.21 million in 2022[104] - Loss (net of tax) for the year was approximately HK$145.59 million, compared to a loss of HK$222.40 million in 2022[104] - Revenue for the year ended 31 December 2023 was HK$844,999 thousand, a decrease from HK$930,276 thousand in 2022[134] - Loss for the year was HK$145,588 thousand, an improvement from HK$222,399 thousand in 2022[134] - Loss attributable to owners was HK$153,317 thousand, compared to HK$218,450 thousand in 2022[134] - Basic and diluted loss per share were both HK$2.42 cents, down from HK$3.49 cents in 2022[134] - Total indebtedness decreased to HK$553,357 thousand from HK$591,050 thousand in 2022[134] - Shareholders' equity decreased to HK$620,011 thousand from HK$801,812 thousand in 2022[134] - Return on average capital employed was -17.79%, slightly worse than -17.01% in 2022[134] - Return on average equity improved to -21.57% from -22.63% in 2022[134] - Total debt to total capital ratio increased to 47.52% from 42.93% in 2022[134] Legal and Court Proceedings - The company is appealing a court judgment requiring it to pay damages of HK$ 4.394 million and costs[31] - On March 6, 2023, the company filed a notice of appeal to reduce the damages to HK$ 2.944 million[34] - A winding-up petition was filed against the company on March 30, 2023, for an unpaid debt of HK$ 4.291 million plus accrued interest of HK$ 1.347 million[34] - The Cayman Grand Court issued a validation order on July 20, 2023, following a summons filed by the company on July 14, 2023[35] - The Cayman Petition was filed against the company for failing to satisfy a statutory demand of HK$ 16.673 million plus accrued interest of HK$ 738,826.56 as of May 12, 2023[36] - The company's subsidiary, Lianyungang Huajin Huahong Industrial Co., Ltd., was ordered to repay a principal amount of RMB 9,735,518.35 and interest of RMB 47,071.22 to Sun Jie, along with attorney's fees of RMB 340,000[40] - Lianyungang Huajin Huahong Industrial Co., Ltd. agreed to pay RMB 786,518 in construction payables to Lianyungang Wushun Communication Engineering Co., Ltd. in three installments, with interest capped at RMB 157,303[40] - The company received a writ of summons from Gemini Funds Limited for the delivery of 5,000,000 bonus shares issued in January 2016 and damages, with a hearing held on 21 January 2021 and the share certificate delivered on 24 March 2021[57] - The company filed a Notice to Appeal on 18 February 2021 regarding the Gemini Funds Limited case[57] - The company received a petition from Mr. Zhang Zhiguang for a winding-up order due to an unpaid debt of HK$7,197,841.10, which was later withdrawn on 11 March 2024[57] - The company received a petition from Mr. Qiu Zhen for a winding-up order in the Cayman Islands, which was withdrawn on 8 December 2023[60][61] Mineral Products Business Performance - Mineral products business revenue increased to HK$290.29 million, accounting for 34.35% of total revenue, up from 23.38% in 2022[50] Wine and Liquor Business Performance - Wine and liquor business recorded revenue of approximately HK$0.04 million, accounting for 0.01% of total revenue[105] - Gross profit from the wine and liquor business segment was approximately HK$0.01 million[105] - The Group's wine and liquor business is primarily engaged in the sale and distribution of wine and liquor in the PRC[136] Rental Business Performance - Rental business revenue decreased to HK$96.73 million, accounting for 11.45% of total revenue, down from HK$231.85 million (24.92%) in 2022, primarily due to the disposal of subsidiaries[109] - Gross profit for the rental business segment was HK$49.84 million, a decline from HK$81.59 million in 2022[109] Financial Leasing Business Performance - Financial leasing business revenue was HK$12.74 million, contributing 1.51% to total revenue, compared to HK$16.13 million (1.73%) in 2022[109] - Gross profit for the financial leasing segment was HK$8.15 million, down from HK$12.96 million in 2022[109] Investment Properties and Collateral - Investment properties with a fair value of approximately HK$ 294.83 million were used to secure the Group's bank borrowings and bills payable as of December 31, 2023[28] - Two subsidiaries with net assets of HK$30.75 million were pledged for a secured bond, with negotiations ongoing for repayment extension[53] Shareholder and Corporate Governance - The Company's Memorandum and Articles of Association were amended on 28 June 2023 to align with core shareholder protection standards and updated Listing Rules[164] - Mr. JIANG Jiancheng was re-appointed as an executive director and Chairman of the Board on 28 June 2023, following his retirement at the 2023 AGM[168] - The Company provides shareholders with at least 21 days' notice for the annual general meeting and complies with voting by poll requirements under the Listing Rules[166] - The Company's directors have no material interests in significant transactions, arrangements, or contracts affecting the Group's business during the year[187] - Shareholders holding at least 10% of the Company's paid-up share capital can requisition an extraordinary general meeting[191] - The Company follows a policy of timely disclosure of relevant information to shareholders and recognizes the interest of potential investors and the investment community[192] - Mr. KE Xionghan, aged 59, appointed as an executive director in June 2016, with extensive experience in banking and international trade[196] - Mr. CHEN Chen, aged 24, appointed as an executive director in September 2021, graduated from Wuhan Sports University and currently works at Dongguan Junjing Hardware Products Co., Ltd[196] - Ms. HO Wing Yan, aged 42, appointed as a non-executive director in April 2015, holds a Bachelor's degree in Applied Economics and a Master's degree in Corporate Governance, with over 15 years of experience in corporate governance and advisory services[198] - Mr. CHONG Cha Hwa, aged 57, appointed as an independent non-executive director in December 2018, with over 20 years of experience in accounting and finance, and currently serves on the boards of multiple listed companies[200] Management and Strategic Focus - The Group will focus on controlling costs, leveraging existing resources, and pursuing organic growth and selective acquisitions to strengthen its diversified business mix[5][7] - The management is focusing on improving the Group's operating results and cash flows, with a focus on existing business operations[189] - The Board has reviewed and deemed the shareholders' communication policy effective, including steps taken at general meetings and handling of queries[194] Foreign Exchange and Risk Management - The Group monitors foreign exchange risks and may use hedging tools if significant financial impacts are anticipated[130] Customer and Supplier Concentration - The Group's largest customer accounted for approximately 8% of total sales, while the top five customers accounted for 28% of total sales for the year ended 31 December 2023[179] - The Group's largest supplier accounted for approximately 13% of total purchases, while the top five suppliers accounted for 32% of total purchases for the year ended 31 December 2023[182] Liquidity and Working Capital - The company has implemented measures to mitigate liquidity pressure and improve cash flow conditions, with sufficient working capital expected for at least 12 months from 31 December 2023[85] Share Issuance and Restructuring - The company entered into a restructuring agreement for the conditional subscription of 850,000,000 shares at HK$0.10 per share, totaling HK$85,000,000[83] - The subscription shares will represent approximately 11.24% of the enlarged issued share capital upon allotment and issue[83]
中国北大荒(00039) - 2023 - 年度业绩
2024-03-28 14:17
Financial Performance - For the year ended December 31, 2023, the company reported total revenue of HKD 844,999,000, a decrease of 9.1% from HKD 930,276,000 in 2022[2] - The gross profit for the year was HKD 108,291,000, down 19.9% from HKD 135,209,000 in the previous year[2] - The company recorded an operating loss of HKD 21,427,000 compared to an operating profit of HKD 22,786,000 in 2022, indicating a significant decline in operational performance[2] - The total comprehensive loss for the year was HKD 174,397,000, a reduction from HKD 334,027,000 in 2022, reflecting an improvement in overall financial performance despite the losses[3] - The company reported a basic and diluted loss per share of HKD 2.76, an improvement from HKD 3.49 in 2022[3] - The company reported a pre-tax loss of 144,862,000, with total liabilities reaching 1,209,935,000[39] - The company reported a loss before tax of HKD 224,271,000 for 2022, compared to a loss of HKD 222,399,000 for 2023, indicating a slight improvement in financial performance[65] - The net loss (after tax) for the year was approximately HKD 145,590,000, an improvement from a loss of HKD 222,400,000 in 2022[78] Assets and Liabilities - The company's net assets decreased to HKD 611,237,000 in 2023 from HKD 785,634,000 in 2022, indicating a decline of approximately 22.2%[12] - Current assets amounted to HKD 1,183,600,000, slightly down from HKD 1,183,654,000 in the previous year[5] - The total assets of the company were valued at 1,816,360,000, indicating a strong asset base[39] - The total assets of the company as of the reporting date amounted to HKD 1,944,974,000, with significant liabilities totaling HKD 1,159,340,000[57] - The group's interest expenses on bank and other borrowings amounted to HKD 100,553,000, down from HKD 148,496,000 in the previous year[88] - Total bank and other borrowings amounted to approximately HKD 441,650,000, slightly up from HKD 440,040,000 in the previous year[116] - The debt-to-equity ratio was 63.20%, compared to 53.44% in the previous year, indicating an increase in leverage[117] Going Concern and Financial Uncertainties - The company is facing significant uncertainties regarding its ability to continue as a going concern due to substantial debts and operational losses[20] - The effectiveness of the going concern basis for preparing financial statements depends on the successful outcome of the plans and measures, which are uncertain[26] - The group reported a significant uncertainty regarding its ability to continue as a going concern due to various financial obligations and losses incurred[76] - The company is currently facing liquidity constraints and financial challenges, and is exploring various feasible options for debt restructuring[178] Cost Control and Operational Measures - The company has implemented cost control measures to enhance operational performance and cash flow, focusing on existing business operations[24] - The company plans to continue controlling costs and focus on internal expansion and acquisitions to strengthen its business[134] - The group has implemented several measures to improve liquidity, including potential equity financing, bank loans, and issuing new convertible bonds[25] Restructuring and Financing - The company has entered into a legally binding term sheet with investors to issue 850,000,000 subscription shares at a total subscription price of HKD 85,000,000, equivalent to HKD 0.10 per share[25] - The company has presented a creditor plan to its planned creditors as part of its restructuring efforts[25] - The creditor plan was approved by the required majority of plan creditors, representing 92.33% of the voting debt at the meeting[160] - The company has entered into a restructuring agreement with investors for the conditional subscription of 850,000,000 shares at a total subscription price of HKD 85,000,000, representing approximately 11.24% of the enlarged issued share capital[182] Market Focus and Revenue Sources - The company has over 90% of its customers located in mainland China, highlighting its focus on this market[41] - Customer contract revenue recognized at a point in time amounted to 735,526,000, while other income sources contributed 109,473,000[39] - The mining business recorded revenue of approximately HKD 290,290,000, representing 34.35% of total revenue, an increase from 23.38% in 2022[140] - The group's revenue from the Chinese market was HKD 783,668,000, a decrease from HKD 870,121,000 in 2022[86] Employee and Governance Matters - As of December 31, 2023, the company had approximately 147 employees, with total employee costs around HKD 9,320,000, down from HKD 11,240,000 in 2022[163] - The company has not appointed a CEO since June 2016, with the chairman leading the board to ensure effective operations[165] - The company has complied with all provisions of the corporate governance code, except for certain disclosed deviations[189] Legal and Compliance Issues - The company has been ordered by the court to pay damages of HKD 4,394,000 to the plaintiff, following a ruling related to a claim made by a former director[171] - The company has submitted an appeal against the court's judgment regarding the damages awarded to the former director[174] Accounting and Reporting Changes - The new Hong Kong Financial Reporting Standards and amendments have been applied for the first time during the year, impacting the presentation of financial statements[28] - The company has made adjustments to its accounting policies in line with the new standards, which may affect the financial statements[29] - The company has implemented new accounting policies related to the cancellation of the mandatory provident fund offset mechanism, which may affect its financial reporting[51]
中国北大荒(00039) - 2023 - 中期业绩
2023-08-31 14:48
[Interim Condensed Consolidated Statement of Profit or Loss](index=1&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss) For the six months ended June 30, 2023, revenue decreased by 3.27% to HKD 404,966 thousand, gross profit slightly declined, and loss for the period significantly narrowed to HKD 38,624 thousand, primarily due to reduced administrative expenses and finance costs Revenue and Loss Overview (For the six months ended June 30) | Metric | 2023 (HKD thousands) | 2022 (HKD thousands) | Y-o-Y Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 404,966 | 418,706 | -3.27% | | Cost of Sales | (352,322) | (365,594) | -3.63% | | Gross Profit | 52,644 | 53,112 | -0.88% | | Loss for the Period | (38,624) | (48,234) | -19.92% | | Loss Attributable to Owners of the Parent | (42,207) | (40,203) | +4.98% | | Basic and Diluted Loss Per Share (HK cents) | (0.67) | (0.65) | +3.08% | [Interim Condensed Consolidated Statement of Comprehensive Income](index=3&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income) For the six months ended June 30, 2023, the company reported a total comprehensive expense of HKD 103,838 thousand, a reduction from HKD 143,616 thousand in the prior year, primarily due to a significant narrowing of exchange differences from foreign operations and associates Total Comprehensive Expense (For the six months ended June 30) | Metric | 2023 (HKD thousands) | 2022 (HKD thousands) | Y-o-Y Change (%) | | :--- | :--- | :--- | :--- | | Loss for the Period | (38,624) | (48,234) | -19.92% | | Exchange Differences from Translation of Foreign Operations and Associates | (65,214) | (95,382) | -31.64% | | Total Comprehensive Expense for the Period | (103,838) | (143,616) | -27.69% | [Interim Condensed Consolidated Statement of Financial Position](index=4&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2023, total assets less current liabilities decreased to HKD 796,753 thousand from HKD 922,517 thousand, with net current assets significantly declining to HKD 57,701 thousand, indicating increased liquidity pressure, while total non-current liabilities and lease liabilities decreased, and share capital slightly increased Key Balance Sheet Metrics (As of June 30) | Metric | June 30, 2023 (HKD thousands) | December 31, 2022 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Property, Plant and Equipment | 37,434 | 44,004 | -14.93% | | Investment Properties | 399,563 | 412,381 | -3.09% | | Inventories | 149,905 | 149,351 | +0.37% | | Properties Held for Sale | 392,419 | 383,980 | +2.20% | | Cash and Cash Equivalents | 17,652 | 14,880 | +18.63% | | Net Current Assets | 57,701 | 161,197 | -64.19% | | Total Assets Less Current Liabilities | 796,753 | 922,517 | -13.63% | | Total Non-current Liabilities | 114,957 | 136,883 | -16.02% | | Share Capital | 633,231 | 631,337 | +0.30% | | Total Equity | 681,796 | 785,634 | -13.22% | [Notes to the Interim Condensed Consolidated Financial Statements](index=6&type=section&id=Notes%20to%20the%20Interim%20Condensed%20Consolidated%20Financial%20Statements) This section details the basis of financial statement preparation, significant uncertainties regarding the going concern assumption, and measures taken to address liquidity challenges, while also disclosing segment revenue, costs, and performance, and analyzing key financial items such as revenue, finance costs, receivables, payables, and bank borrowings, revealing the company's debt defaults - The company faces significant going concern uncertainties due to defaulting on multiple debts, including secured and unsecured bonds, other loans, and construction payables, totaling approximately **HKD 450 million**, with insufficient cash to repay them[29](index=29&type=chunk)[30](index=30&type=chunk) - To address the liquidity crisis, management is implementing cost controls, seeking shareholder financial support, negotiating new financing (such as equity financing, bank loans, convertible bonds), and appointing financial advisors to assist with debt restructuring[15](index=15&type=chunk)[30](index=30&type=chunk)[31](index=31&type=chunk)[32](index=32&type=chunk) - Amendments to Hong Kong Financial Reporting Standards were first applied this period, but had no significant impact on financial performance or position[18](index=18&type=chunk)[35](index=35&type=chunk) [4.1 Basis of Preparation](index=6&type=section&id=1.%20Basis%20of%20Preparation) The interim condensed consolidated financial statements are prepared in accordance with HKAS 34 'Interim Financial Reporting' and the Listing Rules, using the historical cost convention and presented in HKD - The financial statements are prepared in accordance with Hong Kong Accounting Standard 34 'Interim Financial Reporting' issued by the HKICPA and the Listing Rules of the Stock Exchange of Hong Kong[28](index=28&type=chunk) - Financial information is prepared using the historical cost convention, presented in HKD, with all figures rounded to the nearest thousand[29](index=29&type=chunk) [4.2 Going Concern](index=6&type=section&id=Going%20Concern) The company faces severe going concern uncertainties due to defaulting on multiple debts, including secured and unsecured bonds, other loans, and construction payables, totaling approximately **HKD 450 million**, with insufficient cash to repay, prompting management to implement plans such as cost control, shareholder financial support, new financing, and debt restructuring with professional advisors Debt Default Status (As of June 30, 2023) | Debt Type | Principal Amount (HKD) | Interest (HKD) | | :--- | :--- | :--- | | Secured Bonds | 109,000,000 | 95,319,000 | | Unsecured Bonds | 248,414,000 | 65,981,000 | | Other Loans | 17,331,000 | 1,708,000 | | Overdue Construction Payables | 95,493,000 | - | - As of June 30, 2023, cash and cash equivalents were approximately **HKD 17,652,000**, insufficient to repay maturing debts[30](index=30&type=chunk) - The company has implemented multiple measures, including management's commitment to improving operating performance and cash flow, a shareholder's agreement to provide ongoing financial support, negotiations with investors for further financing (such as equity financing, bank loans, new convertible bonds), and the appointment of independent professional advisors to assist with debt restructuring[15](index=15&type=chunk)[30](index=30&type=chunk)[31](index=31&type=chunk)[32](index=32&type=chunk) - The company has entered into a legally binding letter of intent with an independent third-party investor for the proposed restructuring, including debt restructuring through a scheme of arrangement with creditors[16](index=16&type=chunk)[57](index=57&type=chunk) [4.3 Application of Amendments to HKFRSs](index=8&type=section&id=2.%20Changes%20in%20Accounting%20Policies%20and%20Disclosures) During this interim period, the company first applied amendments to HKFRS 17, HKAS 8, and HKAS 12, issued by the HKICPA, but these amendments had no significant impact on the financial performance or position for the current and prior periods - During this interim period, the company first applied amendments to HKFRS 17 'Insurance Contracts', HKAS 8 'Definition of Accounting Estimates', and HKAS 12 'Deferred Tax Related to Assets and Liabilities Arising from a Single Transaction'[18](index=18&type=chunk)[59](index=59&type=chunk) - These amendments had no significant impact on the Group's financial performance and position and/or the disclosures in the condensed consolidated financial statements for the current and prior periods[35](index=35&type=chunk) [4.4 Segment Information](index=9&type=section&id=3.%20Segment%20Information) The company's operations are divided into six reportable segments: liquor, food trading, construction and development, mining, leasing, and finance leasing, with management independently monitoring segment performance based on profit before tax, excluding interest income, finance costs, and head office corporate expenses - Key operating segments include liquor, food trading, construction and development, mining, leasing, and finance leasing[19](index=19&type=chunk)[36](index=36&type=chunk)[60](index=60&type=chunk) - Segment performance is assessed based on profit before tax for reportable segments, excluding interest income, finance costs, and head office corporate expenses[60](index=60&type=chunk) Segment Revenue and Performance (For the six months ended June 30) | Segment | 2023 Revenue (HKD thousands) | 2022 Revenue (HKD thousands) | 2023 Segment Performance (HKD thousands) | 2022 Segment Performance (HKD thousands) | | :--- | :--- | :--- | :--- | :--- | | Liquor | – | – | – | – | | Food Trading | 205,491 | 181,431 | 1,429 | 932 | | Construction and Development | – | – | (2,097) | (2,816) | | Mining | 101,340 | 105,345 | 4,037 | 2,554 | | Leasing | 87,847 | 119,124 | 5,501 | 8,402 | | Finance Leasing | 10,288 | 12,806 | 3,792 | 4,904 | | **Total** | **404,966** | **418,706** | **12,662** | **13,976** | [4.5 Revenue and Other Income, Gains or (Losses)](index=11&type=section&id=4.%20Revenue%20and%20Other%20Income%2C%20Gains%20or%20%28Losses%29) For the six months ended June 30, 2023, total revenue was HKD 404,966 thousand, a 3.27% year-on-year decrease, with food trading revenue growing by 13.27%, while leasing and finance leasing revenues declined, and other income, gains or (losses) slightly increased Revenue Source Analysis (For the six months ended June 30) | Revenue Source | 2023 (HKD thousands) | 2022 (HKD thousands) | Y-o-Y Change (%) | | :--- | :--- | :--- | :--- | | Revenue from Contracts with Customers - Food Trading | 205,491 | 181,431 | +13.27% | | Revenue from Contracts with Customers - Mining | 101,340 | 105,345 | -3.79% | | Revenue from Other Sources - Leasing | 87,847 | 119,124 | -26.26% | | Revenue from Other Sources - Finance Leasing | 10,288 | 12,806 | -19.66% | | **Total Revenue** | **404,966** | **418,706** | **-3.27%** | | Other Income, Gains or (Losses) | 2,183 | 2,065 | +5.71% | - Government grants primarily consist of non-recurring subsidies supporting the operations of Chinese subsidiaries, with no specific conditions[40](index=40&type=chunk) [4.6 Finance Costs](index=12&type=section&id=5.%20Finance%20Costs) For the six months ended June 30, 2023, finance costs were HKD 36,844 thousand, a significant 16.30% reduction from HKD 44,018 thousand in the prior year, primarily due to a substantial decrease in interest on lease liabilities Composition of Finance Costs (For the six months ended June 30) | Finance Cost Item | 2023 (HKD thousands) | 2022 (HKD thousands) | Y-o-Y Change (%) | | :--- | :--- | :--- | :--- | | Interest on Bank and Other Borrowings | 32,075 | 22,119 | +44.98% | | Interest on Lease Liabilities | 4,769 | 21,899 | -78.22% | | **Total Finance Costs** | **36,844** | **44,018** | **-16.30%** | [4.7 Loss Before Tax](index=12&type=section&id=6.%20Loss%20Before%20Tax) For the six months ended June 30, 2023, the company's loss before tax narrowed by 19.79% to HKD 38,621 thousand from HKD 48,174 thousand in the prior year, primarily due to reduced administrative expenses and finance costs - Loss before tax decreased from **HKD 48,174 thousand** in 2022 to **HKD 38,621 thousand** in 2023[21](index=21&type=chunk) - The reduction in loss for the period was primarily influenced by a combined decrease in administrative expenses and finance costs[96](index=96&type=chunk) - Cost of inventories recognized was **HKD 206,734 thousand**, depreciation of property, plant and equipment was **HKD 5,845 thousand**, and depreciation of right-of-use assets was **HKD 15,791 thousand**[42](index=42&type=chunk) [4.8 Income Tax Expense](index=2&type=section&id=7.%20Income%20Tax%20Expense) For the six months ended June 30, 2023, income tax expense significantly decreased to HKD 3 thousand from HKD 60 thousand in the prior year, with no Hong Kong profits tax provision due to no assessable profits, and other regional taxes calculated at prevailing Chinese rates Income Tax Expense (For the six months ended June 30) | Tax Type | 2023 (HKD thousands) | 2022 (HKD thousands) | | :--- | :--- | :--- | | Current | (3) | (51) | | Deferred | – | (9) | | **Total Tax Expense for the Period** | **(3)** | **(60)** | - No Hong Kong profits tax provision was made for the period due to no assessable profits; assessable profits in mainland China are taxed at the prevailing local rates[42](index=42&type=chunk) [4.9 Dividends](index=13&type=section&id=8.%20Dividends) The Board does not recommend the payment of any dividend for the six months ended June 30, 2023, consistent with the prior year - The Directors do not recommend the payment of any dividend for the six months ended June 30, 2023 (2022: nil)[44](index=44&type=chunk) [4.10 Loss Per Share Attributable to Ordinary Equity Holders of the Parent](index=2&type=section&id=9.%20Loss%20Per%20Share%20Attributable%20to%20Ordinary%20Equity%20Holders%20of%20the%20Parent) For the six months ended June 30, 2023, basic and diluted loss per share attributable to ordinary equity holders of the parent was **0.67 HK cents**, slightly higher than **0.65 HK cents** in the prior year Loss Per Share (For the six months ended June 30) | Metric | 2023 | 2022 | | :--- | :--- | :--- | | Loss Attributable to Equity Holders of the Parent (HKD thousands) | (42,207) | (40,203) | | Weighted Average Number of Ordinary Shares in Issue (thousands) | 6,316,544 | 6,225,126 | | **Basic and Diluted Loss Per Share (HK cents)** | **(0.67)** | **(0.65)** | - Basic and diluted loss per share are identical due to the anti-dilutive effect of share options[45](index=45&type=chunk) [4.11 Interests in Associates](index=13&type=section&id=10.%20Interests%20in%20Associates) As of June 30, 2023, the company's total interests in associates increased to HKD 217,781 thousand from HKD 204,738 thousand as of December 31, 2022, primarily due to increased advances to associates Interests in Associates (As of June 30) | Item | 2023 (HKD thousands) | 2022 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Share of Net Assets | 112,984 | 126,929 | -10.99% | | Advances to Associates (net of allowance for expected credit losses) | 104,797 | 77,809 | +34.68% | | **Total Interests** | **217,781** | **204,738** | **+6.37%** | [4.12 Trade Receivables](index=14&type=section&id=11.%20Trade%20Receivables) As of June 30, 2023, net trade receivables decreased to HKD 128,299 thousand from HKD 145,567 thousand as of December 31, 2022, with receivables over three months primarily related to mining sales customers, which directors believe are fully recoverable with no impairment provision made Trade Receivables Ageing Analysis (As of June 30) | Ageing | 2023 (HKD thousands) | 2022 (HKD thousands) | | :--- | :--- | :--- | | Within 1 month | 59,977 | 47,402 | | 1 to 2 months | 34,867 | 30,965 | | 2 to 3 months | 23,540 | 42,357 | | Over 3 months | 28,791 | 43,719 | | **Total** | **147,175** | **164,443** | | Less: Allowance for expected credit losses | (18,876) | (18,876) | | **Net Amount** | **128,299** | **145,567** | - Credit terms are generally one month, extendable to three months for major customers[69](index=69&type=chunk) - Receivables over three months are primarily related to mining sales customers, which directors believe are fully recoverable, with no impairment provision made[47](index=47&type=chunk) [4.13 Prepayments, Deposits and Other Receivables](index=14&type=section&id=Prepayments%2C%20Deposits%20and%20Other%20Receivables) As of June 30, 2023, net prepayments, deposits, and other receivables slightly decreased to HKD 280,009 thousand from HKD 290,518 thousand as of December 31, 2022, primarily comprising trade deposits and prepayments for food trading and mining, and rental deposits for leasing operations Prepayments, Deposits and Other Receivables (As of June 30) | Item | 2023 (HKD thousands) | 2022 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Prepayments | 127,981 | 152,370 | -16.01% | | Deposits and Other Receivables | 211,743 | 197,863 | +7.01% | | **Total** | **339,724** | **350,233** | -3.00% | | Less: Allowance for expected credit losses | (59,715) | (59,715) | 0.00% | | **Net Amount** | **280,009** | **290,518** | -3.62% | - Approximately **HKD 242,879 thousand** was paid as trade deposits and prepayments for food trading and mining[71](index=71&type=chunk) - Warehouse rental deposits and construction deposits for the warehousing and logistics business amounted to **HKD 27,953 thousand**[48](index=48&type=chunk) [4.14 Trade and Bills Payables](index=15&type=section&id=13.%20Trade%20and%20Bills%20Payables) As of June 30, 2023, total trade and bills payables slightly increased to HKD 161,497 thousand from HKD 157,291 thousand as of December 31, 2022, including approximately **HKD 71,861 thousand** in construction payables, of which **HKD 66,600 thousand** is in default, and bills payables are secured by investment properties and personal guarantees from shareholders Trade and Bills Payables Ageing Analysis (As of June 30) | Ageing | 2023 (HKD thousands) | 2022 (HKD thousands) | | :--- | :--- | :--- | | Trade Payables (Within 1 month) | 5,750 | 5,579 | | Trade Payables (1 to 2 months) | 3,286 | 4,583 | | Trade Payables (2 to 3 months) | 2,253 | 2,761 | | Trade Payables (Over 3 months) | 72,692 | 72,417 | | **Total Trade Payables** | **83,981** | **85,340** | | Bills Payables | 77,516 | 71,951 | | **Total** | **161,497** | **157,291** | - Trade payables include construction payables of **HKD 71,861 thousand**, of which approximately **HKD 66,600 thousand** is in default[72](index=72&type=chunk) - Bills payables of approximately **HKD 77,516 thousand** are secured by investment properties with a fair value of approximately **HKD 290,857 thousand**, and personally guaranteed by company shareholders and related parties[50](index=50&type=chunk) - Trade payables are interest-free, generally settled within 30 days, and denominated in RMB[90](index=90&type=chunk)[91](index=91&type=chunk) [4.15 Other Payables and Accrued Charges](index=16&type=section&id=14.%20Other%20Payables%20and%20Accrued%20Charges) As of June 30, 2023, total other payables and accrued charges increased to HKD 291,957 thousand from HKD 247,566 thousand as of December 31, 2022, primarily including default interest and penalties for overdue construction payables, as well as rental deposits from logistics warehousing and office tenants Other Payables and Accrued Charges (As of June 30) | Item | 2023 (HKD thousands) | 2022 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Other Payables | 56,999 | 45,442 | +25.44% | | Accrued Charges | 234,958 | 202,124 | +16.25% | | **Total** | **291,957** | **247,566** | +17.91% | - Accrued charges include default interest of approximately **HKD 151,181 thousand** and penalties for overdue construction payables of approximately **HKD 28,893 thousand**[93](index=93&type=chunk) - Among other payables, **HKD 23,387 thousand** represents rental deposits collected from logistics warehousing and office tenants in China[52](index=52&type=chunk) - Other payables are non-interest bearing and have an average term of three months[74](index=74&type=chunk) [4.16 Bank and Other Borrowings](index=17&type=section&id=15.%20Bank%20and%20Other%20Borrowings) As of June 30, 2023, total bank and other borrowings slightly increased to HKD 454,212 thousand from HKD 440,044 thousand as of December 31, 2022, primarily comprising secured bank loans, unsecured other loans, secured bonds, and unsecured bonds Bank and Other Borrowings (As of June 30) | Item | 2023 (HKD thousands) | 2022 (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Secured Bank Loans | 12,492 | 20,944 | -40.36% | | Unsecured Other Loans | 83,306 | 58,686 | +41.96% | | Secured Bonds | 109,000 | 109,000 | 0.00% | | Unsecured Bonds | 249,414 | 251,414 | -0.80% | | **Total** | **454,212** | **440,044** | +3.22% | - All bank and other borrowings bear interest at fixed rates and are denominated in RMB and HKD[117](index=117&type=chunk) [Management Discussion and Analysis](index=18&type=section&id=Management%20Discussion%20and%20Analysis) This section outlines the company's financial performance for H1 2023, noting a slight revenue decrease but narrowed loss, details the operating status and future strategies of each business segment, and discloses capital structure, liquidity, asset pledges, employee policies, major litigation updates, and ongoing debt restructuring plans, highlighting efforts to address financial challenges and optimize the business portfolio - Revenue for the period was approximately **HKD 404,970 thousand**, a **3.27%** year-on-year decrease; gross profit was approximately **HKD 52,640 thousand**; and loss after tax was approximately **HKD 38,624 thousand**, a **19.92%** year-on-year decrease[88](index=88&type=chunk)[96](index=96&type=chunk) - The reduction in loss was primarily due to the combined effect of decreased administrative expenses (down **4.23%** to **HKD 46,536 thousand**) and finance costs (down **16.30%** to **HKD 36,844 thousand**), mainly attributed to reduced interest on lease liabilities following the disposal of a subsidiary in the previous fiscal year[96](index=96&type=chunk)[112](index=112&type=chunk)[113](index=113&type=chunk) - The company will continue to control costs, concentrate existing resources, and strengthen and develop its business through organic growth and timely acquisitions, focusing on existing operations while seeking diversification[97](index=97&type=chunk)[108](index=108&type=chunk) [5.1 Overview](index=18&type=section&id=Overview) For the six months ended June 30, 2023, loss attributable to owners of the parent was HKD 42,207 thousand, with a loss per share of **0.67 HK cents**; revenue decreased by 3.27% year-on-year, but loss after tax narrowed by 19.92%, primarily due to reduced administrative expenses and finance costs - Loss attributable to owners of the parent was approximately **HKD 42,207 thousand** (2022: HKD 40,203 thousand)[78](index=78&type=chunk) - Loss per share for the period was **0.67 HK cents** (2022: 0.65 HK cents)[78](index=78&type=chunk) - Revenue for the period was approximately **HKD 404,970 thousand**, a **3.27%** decrease from the prior period; gross profit was approximately **HKD 52,640 thousand**; and loss after tax was approximately **HKD 38,624 thousand**, a **19.92%** decrease from the prior period[96](index=96&type=chunk) - The reduction in loss was primarily due to decreased administrative expenses and finance costs, resulting from the disposal of a subsidiary in the previous fiscal year[96](index=96&type=chunk) [5.2 Segment Information](index=18&type=section&id=Segment%20Information) The company's business segments showed mixed performance, with no liquor revenue due to slow post-pandemic recovery, food trading revenue growing by 13.27% to become the largest contributor, construction and development projects delayed by the pandemic, leasing revenue down 26.26% but remaining a core business, finance leasing revenue down 19.66% with risks managed through strict credit assessment, and mining revenue slightly down 3.79% but gross profit significantly up 57.89%, with positive market outlook - Liquor business: No revenue for the period (2022: nil HKD), as sales points and delivery services have not fully resumed operations following the lifting of COVID-19 restrictions in China[80](index=80&type=chunk)[98](index=98&type=chunk) - Food trading business: Revenue of approximately **HKD 205,490 thousand** (2022: HKD 181,430 thousand), a **13.27%** year-on-year increase, accounting for **50.74%** of total revenue; gross profit of approximately **HKD 4,610 thousand** (2022: HKD 3,470 thousand), a **32.85%** year-on-year increase, primarily due to increased trading of staple foods and edible oils[81](index=81&type=chunk)[99](index=99&type=chunk) - Construction and development business: The seafood food city project experienced delays in sales and construction plans due to the pandemic, with the entire project now expected to be completed by the end of 2023[81](index=81&type=chunk)[100](index=100&type=chunk) - Leasing business: Revenue of approximately **HKD 87,850 thousand** (2022: HKD 119,120 thousand), a **26.26%** year-on-year decrease, accounting for **21.69%** of total revenue; gross profit of approximately **HKD 23,850 thousand** (2022: HKD 32,790 thousand), a **27.39%** year-on-year decrease; this business has become one of the core operations, and the company will continue to explore and invest in potential leasing facilities[82](index=82&type=chunk)[101](index=101&type=chunk) - Finance leasing business: Revenue of **HKD 10,290 thousand** (2022: HKD 12,800 thousand), a **19.66%** year-on-year decrease, accounting for **2.54%** of total revenue; gross profit of approximately **HKD 3,070 thousand** (2022: HKD 3,480 thousand), an **11.78%** year-on-year decrease; the company manages risks through stringent credit risk assessment procedures (including background checks, financial data review, collateral verification) and offers flexible loan terms[83](index=83&type=chunk)[84](index=84&type=chunk)[86](index=86&type=chunk)[103](index=103&type=chunk)[104](index=104&type=chunk)[105](index=105&type=chunk) - Mining business: Revenue of approximately **HKD 101,340 thousand** (2022: HKD 105,350 thousand), a **3.79%** year-on-year decrease, accounting for **25.03%** of total revenue; gross profit of approximately **HKD 21,110 thousand** (2022: HKD 13,370 thousand), a **57.89%** year-on-year increase; the company is optimistic about this market and expects a greater revenue contribution[87](index=87&type=chunk)[107](index=107&type=chunk) [5.3 Financial Review](index=22&type=section&id=Financial%20Review) Revenue for the period decreased by 3.27% year-on-year, but selling and distribution expenses, administrative expenses, and finance costs all decreased, primarily due to the disposal of a subsidiary, with selling and distribution expenses down 10.46%, administrative expenses down 4.23%, and finance costs down 16.30% - Revenue: Revenue for the period was approximately **HKD 404,970 thousand**, a **3.27%** decrease from the prior period[109](index=109&type=chunk)[96](index=96&type=chunk) - Selling and distribution expenses: Approximately **HKD 9,510 thousand** (2022: HKD 10,610 thousand), a **10.46%** year-on-year decrease, primarily due to the disposal of Beijing Mumian Shangyuan Investment Management Co Ltd[111](index=111&type=chunk) - Administrative expenses: Approximately **HKD 46,540 thousand** (2022: HKD 48,610 thousand), a **4.23%** year-on-year decrease, primarily due to the disposal of Beijing Mumian Shangyuan Investment Management Co Ltd, with the company continuing to control costs through a streamlined structure[112](index=112&type=chunk) - Finance costs: Approximately **HKD 36,840 thousand** (2022: HKD 44,020 thousand), a **16.30%** year-on-year decrease, primarily due to the disposal of Beijing Mumian Shangyuan Investment Management Co Ltd, which led to a reduction in interest on lease liabilities from HKD 21,900 thousand to HKD 4,800 thousand[113](index=113&type=chunk) [5.4 Prepayments, Deposits and Other Receivables](index=23&type=section&id=Prepayments%2C%20Deposits%20and%20Other%20Receivables) Prepayments, deposits, and other receivables primarily comprise trade deposits and prepayments for food and mining (HKD 242,880 thousand), and paid rental deposits for leasing operations (HKD 27,950 thousand) - Prepayments, deposits, and other receivables include trade deposits paid for food and mining of **HKD 242,880 thousand** (December 31, 2022: HKD 244,670 thousand)[114](index=114&type=chunk) - **HKD 27,950 thousand** (December 31, 2022: HKD 28,300 thousand) represents paid rental deposits for leasing operations[114](index=114&type=chunk) [5.5 Capital Structure, Liquidity and Financial Resources](index=23&type=section&id=Capital%20Structure%2C%20Liquidity%20and%20Financial%20Resources) As of June 30, 2023, total issued shares increased to 6,332,312,083, cash and cash equivalents rose to HKD 17,650 thousand, and total bank and other borrowings were HKD 454,210 thousand; the gearing ratio was **45.20%**, deemed adequate by management, yet net current assets and current ratio significantly declined, indicating persistent liquidity pressure - As of June 30, 2023, total issued shares were **6,332,312,083**, with **18,946,000** new shares issued during the period due to the exercise of share options[115](index=115&type=chunk) - Cash and cash equivalents were approximately **HKD 17,650 thousand** (December 31, 2022: HKD 14,880 thousand), denominated in HKD and RMB[117](index=117&type=chunk) - Total bank and other borrowings were approximately **HKD 454,210 thousand** (December 31, 2022: HKD 440,040 thousand), bearing interest at fixed rates and denominated in RMB and HKD[117](index=117&type=chunk) - The gearing ratio (calculated as net debt divided by equity attributable to owners of the parent plus net debt) was **45.20%** (December 31, 2022: 45.31%), considered reasonably adequate[117](index=117&type=chunk) - Net assets attributable to owners of the parent were approximately **HKD 694,750 thousand** (December 31, 2022: HKD 801,810 thousand)[156](index=156&type=chunk) - Net current assets were approximately **HKD 57,700 thousand** (December 31, 2022: HKD 161,200 thousand), and the current ratio (current assets divided by current liabilities) was **1.05** (December 31, 2022: 1.15)[156](index=156&type=chunk) - The company will continue to monitor its foreign exchange position and utilize hedging instruments to manage foreign currency risk when necessary[118](index=118&type=chunk) [5.6 Pledge of Assets and Contingent Liabilities](index=25&type=section&id=Pledge%20of%20Assets%20and%20Contingent%20Liabilities) Shares of two subsidiaries are pledged for secured bonds, granting bondholders the right to take control, but the company is negotiating repayment extensions; investment properties with a fair value of approximately **HKD 290,860 thousand** are pledged to banks - Shares of two subsidiaries (net assets of **HKD 42,540 thousand**) are pledged for secured bonds, granting bondholders the right to take control, and the company is currently negotiating repayment extensions[120](index=120&type=chunk) - Investment properties with a fair value of approximately **HKD 290,860 thousand** (December 31, 2022: HKD 300,190 thousand) are pledged to banks for the Group's borrowings[120](index=120&type=chunk) [5.7 Employees and Remuneration Policy](index=25&type=section&id=Employees%20and%20Remuneration%20Policy) As of June 30, 2023, the Group had **151** employees with total staff costs of approximately **HKD 3,850 thousand**; the company maintains a competitive remuneration policy and a share option scheme to incentivize and retain talent - As of June 30, 2023, the Group had approximately **151** employees in Hong Kong and China (June 30, 2022: 167 employees)[121](index=121&type=chunk) - Total staff costs were approximately **HKD 3,850 thousand** (June 30, 2022: HKD 5,660 thousand)[121](index=121&type=chunk) - Remuneration is maintained at a competitive level, determined by market conditions and individual qualifications, and a share option scheme is in place to encourage contributions and retain talent[121](index=121&type=chunk) [5.8 Litigation](index=25&type=section&id=Litigation) The company faces multiple significant litigations, including a claim by former director Mr. Qu Shuncai (company appealed), a stock delivery and damages case by Gemini Funds Limited (company delivered shares and appealed), a loan contract dispute with Lianyungang Huajin Huahong Industrial Co Ltd (involving asset seizure and auction), and several winding-up petitions (Mr. Zhang Zhiguang's petition, Mr. Qu Shuncai's withdrawn petition, Mr. Qiu Zhen's Cayman petition); the company is actively responding and has obtained a validation order from the Grand Court of the Cayman Islands to prevent share transactions from being invalidated during any winding-up order - HCA 1867 of 2015 (Mr. Qu Shuncai's Claim): The court ruled that the company must pay **HKD 4,394 thousand** in damages and legal costs to the plaintiff, and the company has filed an appeal[122](index=122&type=chunk)[132](index=132&type=chunk) - HCA 1948 of 2019 (Gemini Funds Limited Case): The company was ordered to deliver **5,000,000 bonus shares** and damages to be assessed, and the company has delivered the shares and filed a notice of appeal[124](index=124&type=chunk) - Lianyungang Huajin Huahong Industrial Co Ltd Loan Contract Dispute: Involving loan disputes with Wang Pengcheng and Sun Jie, the court ruled that Huajin Huahong must repay principal and interest, and has seized and ordered the auction of Huajin Huahong's real estate[125](index=125&type=chunk)[127](index=127&type=chunk)[128](index=128&type=chunk)[130](index=130&type=chunk)[141](index=141&type=chunk) - HCCW 3 of 2023 (Mr. Zhang Zhiguang's Winding-up Petition): Due to failure to repay **HKD 7,197,841.10** debt, Mr. Zhang filed a winding-up petition with the High Court, with the hearing adjourned to September 13, 2023[131](index=131&type=chunk)[134](index=134&type=chunk) - HCCW 144 of 2023 (Mr. Qu Shuncai's Winding-up Petition): Due to failure to repay **HKD 4,291,684.55** debt, Mr. Qu Shuncai filed a winding-up petition, which was withdrawn on June 7, 2023[137](index=137&type=chunk) - FSD 146 of 2023 (Mr. Qiu Zhen's Cayman Petition): Due to failure to repay **HKD 16,673,418.00** in principal and interest, Mr. Qiu Zhen filed a winding-up petition with the Grand Court of the Cayman Islands, with the hearing adjourned to October 18, 2023[138](index=138&type=chunk) - Application for Validation Order: The Grand Court of the Cayman Islands has issued a validation order, stating that if a winding-up order is made pursuant to the Cayman Petition, any dealings in the company's shares, transfers of shares, or alterations in shareholder status during the period from the presentation date of the petition to the date of the winding-up order shall not be invalid[140](index=140&type=chunk) [5.9 Possible Debt Restructuring](index=31&type=section&id=Possible%20Debt%20Restructuring) Given current liquidity constraints and financial challenges, the company is actively exploring debt restructuring options with professional advisors, including a scheme of arrangement with creditors in Hong Kong; the High Court has approved the company to convene a creditors' meeting and scheduled a hearing for November 29, 2023, to approve the scheme - The company is collaborating with professional advisors to explore debt restructuring options, including engaging with creditors, stakeholders, and potential investors, and implementing a debt restructuring in Hong Kong through a scheme of arrangement with creditors[143](index=143&type=chunk) - The High Court has approved the company to convene a creditors' meeting under the scheme of arrangement and scheduled a hearing for November 29, 2023, to approve the scheme[144](index=144&type=chunk) [5.10 Agreement with Investor on Proposed Restructuring](index=32&type=section&id=Agreement%20with%20Investor%20on%20Proposed%20Restructuring) On March 29, 2023, the company entered into a legally binding letter of intent with an independent third-party investor regarding the proposed restructuring - On March 29, 2023, the company entered into a legally binding letter of intent with an independent third-party investor for the proposed restructuring[146](index=146&type=chunk) [5.11 Interim Dividend](index=32&type=section&id=Interim%20Dividend) The Board resolved not to declare an interim dividend for the period, consistent with the prior year - The Board resolved not to declare an interim dividend for the period (2022: nil)[147](index=147&type=chunk) [5.12 Purchase, Sale or Redemption of the Company’s Listed Securities](index=32&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company%E2%80%99s%20Listed%20Securities) During the period, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities - During the period, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities[148](index=148&type=chunk) [5.13 Review of Interim Results](index=32&type=section&id=Review%20of%20Interim%20Results) The Group's interim results for the period have been reviewed by the company's audit committee, which comprises three independent non-executive directors - The Group's interim results for the period have been reviewed by the company's audit committee, which consists of three independent non-executive directors[149](index=149&type=chunk) [5.14 Directors’ Securities Transactions](index=32&type=section&id=Directors%E2%80%99%20Securities%20Transactions) The company has adopted a code of conduct for ethical and securities dealings, which directors and designated employees must comply with; upon inquiry, all directors adhered to the code and the Model Code as set out in the Listing Rules during the period - The company has adopted a code of conduct for ethical and securities dealings, with terms no less exacting than the Model Code for Securities Transactions by Directors of Listed Issuers in Appendix 10 of the Listing Rules[150](index=150&type=chunk) - Following specific inquiries, all Directors have complied with the standards set out in the code and the Model Code throughout the period[150](index=150&type=chunk) [5.15 Compliance with Corporate Governance Code](index=33&type=section&id=Compliance%20with%20Corporate%20Governance%20Code) The company complied with all code provisions of the Corporate Governance Code in Appendix 14 Part 2 of the Listing Rules during the period, with a deviation where the roles of Chairman and Chief Executive Officer are not segregated; the Board Chairman leads the Board, and the company will continuously review its structure to assess the need for a CEO appointment - The company complied with all code provisions of the Corporate Governance Code as set out in Appendix 14 Part 2 of the Listing Rules during the period[152](index=152&type=chunk) - Deviation: The roles of Chairman and Chief Executive Officer are not segregated, and the company has not had a Chief Executive Officer since June 24, 2016[152](index=152&type=chunk) - The Board Chairman leads the Board, and the company will continuously review its structure to assess the need for a Chief Executive Officer appointment[152](index=152&type=chunk) [5.16 Events After Reporting Period](index=33&type=section&id=Events%20After%20Reporting%20Period) Except for matters disclosed in the Management Discussion and Analysis section of this announcement, there have been no other significant events after the reporting period up to the date of this announcement - Except as disclosed in the Management Discussion and Analysis section of this announcement, there have been no significant events after the reporting period up to the date of this announcement[153](index=153&type=chunk)