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，概不會就因本公佈之全部 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。 （已委任臨時清盤人） （以重組為目的） (於百慕達註冊成立之有限公司) (股份代號：00059及債券股份代號：5310, 5311, 5367, 5379, 5567, 5580, 5602, 5626, 5821 及 5855) 截至二零二二年十二月三十一日止年度 之全年業績公佈 全年業績 天譽置業（控股）有限公司（「本公司」）董事（「董事」）會（「董事會」）謹此宣佈本公 司及其附屬公司（統稱「本集團」）截至二零二二年十二月三十一日止年度之綜合全 年業績，連同二零二一年同期之比較數字。綜合全年業績已經由本公司之審核委 員會審閱。 ...

Restructuring and Financial Challenges - The company reported a significant restructuring process with provisional liquidators appointed for restructuring purposes[2]. - The Company has applied to the Bermuda Court for the appointment of "light touch" provisional liquidators for debt restructuring purposes, which was approved on August 15, 2022[39]. - The financial difficulties faced by the Group are a result of failing to repay certain loans and notes that matured[39]. - The Group is cautious about the second half of 2022 due to ongoing challenges in China's real estate industry, indicating a need for time to restore confidence among creditors and home buyers[146]. - The Group plans to execute non-core asset disposals and downsize its business to an optimal scale to facilitate successful debt restructuring with creditors[147]. - The Group's gross loss was primarily due to a sharp decline in property sales, a decrease in gross profit margin, and increased finance costs[165]. - The Group plans to improve liquidity by enhancing net cash from operating activities and restructuring debt[168]. - The management is actively negotiating with joint provisional liquidators and creditors for a viable debt restructuring plan[171]. Financial Performance and Metrics - The interim condensed consolidated statement of comprehensive income will be detailed in the financial report, highlighting key performance metrics[8]. - Revenue for the six months ended June 30, 2022, was RMB 799,135, a significant decrease from RMB 4,683,172 in the same period of 2021, representing a decline of approximately 83%[192]. - Gross loss for the period was RMB 48,341 compared to a gross profit of RMB 1,123,038 in the previous year, indicating a substantial shift in profitability[192]. - Operating loss for the period reached RMB 1,406,966, contrasting sharply with an operating profit of RMB 825,291 in the prior year[192]. - Loss attributable to owners of the Company was RMB 1,622,300, compared to a profit of RMB 197,627 in the same period of 2021[196]. - Total comprehensive loss for the period amounted to RMB 1,708,285, compared to a total comprehensive income of RMB 467,518 in the previous year[196]. - Total assets decreased to RMB 27,827,505 as of June 30, 2022, down from RMB 30,776,471 at the end of 2021, reflecting a reduction of approximately 9%[198]. - Total liabilities were RMB 24,095,050, a decrease from RMB 25,156,763 at the end of 2021, indicating a reduction of about 4%[199]. - Cash and cash equivalents were reported at RMB 255,062, down from RMB 1,331,042 at the end of 2021, showing a significant decline in liquidity[198]. - The company recorded an impairment loss of RMB 681,551 on properties under development, which was not present in the previous year[192]. - Finance costs surged to RMB 451,840, compared to RMB 10,137 in the same period of 2021, highlighting increased financial burdens[192]. Market Trends and Strategic Initiatives - The management discussion and analysis section will provide insights into user data and market trends[6]. - Future outlook and performance guidance will be addressed, focusing on strategic initiatives and market expansion plans[6]. - New product and technology developments are expected to be discussed, emphasizing innovation and competitive advantage[6]. - The company is exploring market expansion opportunities, particularly in the Greater China region[6]. - The Group expects positive effects from local government policies aimed at supporting real estate developers, contributing to a more stable business environment[43]. - The long-term outlook remains positive for the real estate industry in China, with the Group committed to supporting government initiatives to provide affordable housing for young people[148]. - The company plans to expand its market presence in Southeast Asia, targeting a 30% growth in that region by 2023[200]. - Strategic partnerships are being formed to leverage technology in property management, aiming for a 25% efficiency improvement by 2023[200]. Sales and Marketing Performance - Property sales for the period amounted to RMB700.2 million, a decrease from RMB4,589.3 million in the same period last year, with a gross deficit on property sales of 15.3% compared to a gross profit of 24.2% in the previous year[153]. - The average selling price of properties increased to RMB11,400 per sq.m. from RMB9,300 per sq.m. in the same period last year[153]. - Sales and marketing expenses decreased by 46.8% to RMB56.1 million from RMB105.5 million in the previous year due to cost planning and a declining property sale environment[156]. - Administrative and other expenses decreased by 13.4% to RMB180.6 million from RMB208.6 million in the previous year, attributed to cost control measures[157]. - The Group is expediting the sales and marketing of remaining units in property projects to mitigate market risks and support urban renewal strategies in Guangzhou Fengwei Village Project[163]. Project Development and Property Portfolio - As of 30 June 2022, the Group's project portfolio and potential land reserves totaled 33.0 million sq.m., primarily located in key regions across China[48]. - The Group held eighteen real estate development projects in mainland China, with six completed and the remainder under construction or for imminent development, totaling approximately 15 million sq.m. of GFA[49]. - The total estimated Gross Floor Area (GFA) for projects developed by subsidiaries is 15,457,000 sq.m., with 7,448,000 sq.m. being saleable GFA[62]. - The Group's land reserves are categorized into completed properties, co-operation projects, and potential land reserves, enhancing its capacity for sustainable operations[50]. - The Group delivered properties across eight projects, including Guangzhou Skyfame Byland and Kunming Anning Linxi Valley, contributing to the overall sales figures[43]. Risk Management and Governance - The risk management committee will outline strategies to mitigate financial and operational risks[26]. - The company aims to enhance shareholder value through effective governance and strategic decision-making[6]. - The internal audit department conducts regular reviews to ensure the implementation of risk management controls[187]. - The management team is guided by a standing risk management committee to address critical risks that may have significant consequences[187]. Human Resources and Staffing - The Group employed a total of 1,103 full-time staff as of June 30, 2022, with 768 staff in property management offices across various cities[188]. - Total staff costs amounted to RMB119.7 million, down from RMB148.2 million, with a 19.1% reduction in staff numbers to 1,103[158].

Fundraising and Allocation - The company raised approximately HKD 427 million from the placement of 490 million shares at a price of HKD 0.877 per share[4] - Of the net proceeds, HKD 409 million (90%) was allocated for loan repayment, while HKD 18 million (10%) was designated for general working capital[6] - The actual use of funds matched the planned allocation without significant discrepancies, confirming that loan repayment is also considered a use of working capital[6]

Financial Performance - The company achieved a revenue of approximately RMB 7.7 billion for the year, maintaining the same level as the previous year[13] - Gross profit recorded was approximately RMB 1.7 billion, with a gross margin of about 22.1%[13] - The company reported a loss attributable to shareholders of approximately RMB 280 million due to market deterioration and competitive pressures[13] - The group recorded a revenue of RMB 7.7 billion for the year 2021, with a contracted sales amount of RMB 11.1 billion, down from RMB 16.5 billion in 2020[26] - The property sales revenue for the year was RMB 7,484,200,000, a decrease from RMB 7,572,600,000 in the previous year[76] - The net profit for the year was approximately RMB 109,500,000, a significant decrease from RMB 1,003,000,000 in the previous year, reflecting the impact of the pandemic and regulatory measures on the real estate sector[84] - The financial expenses for the year amounted to RMB 1,064,700,000, an increase from RMB 868,600,000 in the previous year, with a weighted average annualized borrowing cost of 11.4%[82] Market Conditions - The real estate market in China faced unprecedented pressure in 2021, with significant competition and a tightening financing environment impacting the industry[12] - The company anticipates a gradual recovery in the real estate market, with government policies focusing on stabilizing real estate investment and potentially easing financing restrictions for real estate companies[15] - The company acknowledges the challenges posed by regulatory measures aimed at reducing leverage in the real estate industry, leading to market uncertainty[25] Project Development - As of December 31, 2021, the total gross floor area of the company's project portfolio and potential land reserves was 33 million square meters, primarily residential, located mainly in the Guangdong-Hong Kong-Macao Greater Bay Area and surrounding cities[13] - The company has paused all land acquisition investments and focused resources on advancing the 2 million square meter urban renewal project in Guangzhou[13] - The company plans to enhance project operational efficiency and focus on the Guangdong-Hong Kong-Macao Greater Bay Area, with approximately 4.7 million square meters of urban renewal projects in Guangzhou[15] - The company is actively implementing measures to improve capital recovery and concentrate resources on the renovation project in Fengwei Village, which has a construction area of approximately 1,900,000 square meters[25] Asset Management - The company is actively implementing an asset disposal plan to enhance cash flow and liquidity[13] - The company has increased provisions for financial assets as a precautionary measure in response to market challenges[13] - The company is focusing on cash flow safety and enhancing development resilience while exploring new growth opportunities in other sectors[15] Human Resources - The company employed 1,252 full-time staff as of December 31, 2021, reflecting growth in business operations[99] - The total number of employees decreased by approximately 16% compared to 2020, with 1,252 employees in 2021, down from 1,489 in 2020[194] - Employees under 40 years old account for about 70% of the total workforce, down from over 75% in 2020[194] - The overall turnover rate for the company in 2021 was 52%, an increase from 39% in 2020[197] Environmental, Social, and Governance (ESG) - The company is focused on sustainable development, integrating environmental, social, and governance (ESG) strategies into its business model[125] - The report highlights the company's commitment to improving its ESG performance through stakeholder feedback and collaboration[137] - The company has established effective management policies and monitoring systems for environmental, social, and governance matters[141] - The company emphasizes the importance of environmental management and has implemented measures to reduce emissions during operations[145] Construction and Operations - The company has established a waste management system that includes classification and recycling of waste materials, ensuring compliance with relevant environmental regulations[166] - The company has implemented energy-saving measures, including the use of energy-efficient lighting and regular checks on energy-consuming equipment[175] - The company has set up guidelines for hazardous waste management to prevent significant environmental pollution during operations[171] - The company has established a noise control management system to monitor and manage construction noise effectively[188]

Financial Performance - For the six months ended June 30, 2021, the company reported a revenue of HK$XXX million, representing a year-on-year increase of XX%[37] - The net profit for the same period was HK$XXX million, reflecting a growth of XX% compared to the previous year[37] - In the first half of 2021, the company achieved a turnover of RMB 4.7 billion and a net profit of RMB 0.5 billion[38] - Property sales for the period amounted to RMB4,589.3 million, representing a 20.1% increase compared to the previous period[147] - Revenue for the six months ended June 30, 2021, was RMB 4,683,172, an increase of 20.8% compared to RMB 3,878,091 in 2020[194] - Gross profit for the period was RMB 1,123,038, a decrease of 4.9% from RMB 1,181,716 in the previous year[194] - Operating profit decreased to RMB 825,291, down 12.6% from RMB 944,449 in 2020[194] - Profit for the period attributable to owners of the company was RMB 197,627, a decline of 26.4% compared to RMB 268,668 in 2020[194] - Total comprehensive income for the period was RMB 467,518, an increase from RMB 435,635 in the previous year[199] - Basic earnings per share for the period was RMB 0.025, down from RMB 0.035 in 2020[199] Asset and Liability Management - The company achieved a total asset value of HK$XXX billion, an increase of XX% from the previous period[37] - Total assets amounted to RMB30,348.9 million, a 4.4% increase from RMB29,061.7 million at the end of the previous year[164] - The Group's indebtedness totaled RMB9,870.6 million at the period-end, reflecting a 13.6% increase from RMB8,691.4 million at the end of 2020[164] - Total liabilities rose to RMB 24,921,926 from RMB 24,266,983, marking an increase of about 2.7%[192] - Net debt increased to RMB7,347.5 million as of June 30, 2021, up from RMB6,530.6 million at the end of 2020[168] - Current liabilities decreased to RMB16,173.9 million as of June 30, 2021, down from RMB17,524.0 million at 31 December 2020[168] Market and Strategic Initiatives - The company plans to expand its market presence in the Greater Bay Area, targeting a XX% increase in market share by 2023[37] - Future guidance estimates a revenue growth of XX% for the next fiscal year, with a focus on sustainable development strategies[37] - The company is exploring potential acquisitions to diversify its portfolio, with a target of completing at least one acquisition by the end of 2022[37] - The management emphasized a commitment to risk management, with a dedicated budget of HK$XXX million allocated for this purpose[37] - The Group's strategy includes a focus on residential youth community projects to address housing and employment issues for young people[138] Development Projects - The company holds interests in 31 real estate development projects, with a total GFA of approximately 15.3 million sq.m. as of June 30, 2021[49] - The company successfully tendered for a project in Fengwei Village, Guangzhou, with a GFA of approximately 1.9 million sq.m.[38] - The total estimated Gross Floor Area (GFA) for projects under development is approximately 15,269,000 sq.m., with 7,249,000 sq.m. being saleable GFA[55] - The company has signed agreements for future land acquisitions with a total GFA of 13 million sq.m. in Nanning, Xuzhou, and Kunming[115][119] - The company holds potential land reserves from urban redevelopment projects in Guangzhou, estimated to provide an additional GFA of approximately 4.7 million sq.m.[116][120] Financial Management - Finance costs increased to RMB491.0 million, compared to RMB390.4 million in the same period last year, with an overall annualized borrowing cost of 11.3%[152] - Sales and marketing expenses decreased by 8% to RMB105.5 million from RMB114.9 million in the previous period[150] - Administrative and other operating expenses rose by 3% to RMB208.6 million compared to RMB202.5 million in the previous period[151] - Total staff costs amounted to RMB148.2 million, with RMB19.7 million capitalized as development costs[151] - The Group has implemented performance-based cash bonuses and share incentives to motivate employees, aligning compensation with market standards[186] Risk Management - The board has established a permanent risk management committee to oversee significant risks and ensure operational controls are in place[185] - Management is focused on controlling financial resources to mitigate risks from government austerity measures affecting the property sector[182] - The management is exploring natural hedging methods to mitigate the impact of RMB depreciation on financial performance[184]

Financial Performance - The company reported a significant increase in revenue, achieving a total of HK$XXX million, representing a year-on-year growth of XX%[10] - Revenue from property sales before direct taxes increased by 4.7% to RMB4,146 million compared to RMB3,958 million in the first half of 2019, attributed to higher average selling prices[32] - Property sales for the period amounted to RMB3,820 million, representing a 3.6% increase from the previous period[145] - Profit for the period increased by approximately 23.0% to RMB432.2 million, compared to RMB351.3 million for the same period last year[166] - Total assets reached RMB23,371.3 million, reflecting a 2.3% increase from the previous year-end[173] - Net assets increased to RMB4,002.2 million, up 6.7% from RMB3,750.0 million[172] Market Expansion and Product Development - The company provided a positive outlook for the next quarter, projecting revenue growth of XX% driven by new product launches and market expansion strategies[10] - New product development efforts have resulted in the introduction of XXX, which is expected to contribute significantly to future revenue streams[10] - The company is actively pursuing market expansion, targeting new regions with a projected market size of HK$XXX billion[10] - Recent acquisitions have strengthened the company's market position, with the integration of XXX expected to enhance operational efficiency and revenue generation[10] - The Group aims to maintain a cautious optimism regarding the property market for the second half of 2020, despite ongoing observations of the COVID-19 pandemic's impact[138] Operational Efficiency and Customer Engagement - The company has implemented new strategies to improve customer engagement, resulting in a XX% increase in customer retention rates[10] - The management team emphasized a commitment to sustainable practices, aiming for a XX% reduction in carbon emissions by 2025[10] - The Group will continue to strengthen its financial management strategy, focusing on contracted sales, cost control, and exploring new financing methods[143] Project Portfolio and Development - As of 30 June 2020, the Group's project portfolio and potential land reserves totaled 28.0 million sq.m., providing a solid foundation for sustainable growth[37] - The Group held interests in 19 projects, with a total GFA of approximately 8.86 million sq.m., of which 6.94 million sq.m. are saleable[38] - The total estimated Gross Floor Area (GFA) for the projects developed by the company is approximately 8,860,000 sq.m., with a total saleable GFA of 6,937,000 sq.m.[48] - The Group's land reserves are categorized into completed properties and potential land reserves, enhancing its development capacity[37] Financial Management and Costs - Finance costs increased to RMB390.4 million, up from RMB314.5 million in the previous period, with an overall annualized borrowing cost of 11.8%[159] - Sales and marketing expenses rose to RMB114.9 million, a 57.2% increase from RMB73.1 million in the last period[157] - Administrative and other operating expenses reached RMB202.5 million, a 103.3% increase compared to RMB99.6 million in the previous period[158] - Employee costs rose to RMB155.8 million, up from RMB69.7 million, with RMB23.7 million attributed to share-based compensation expenses[161] Debt and Liquidity - Total indebtedness rose by 19.8% to RMB7,498.6 million, driven by increased debts and expenses[178] - Net debt increased to RMB5,849.6 million, compared to RMB4,675.7 million at the end of the previous year[176] - The current ratio improved to 1.46 times as of June 30, 2020, compared to 1.28 times at the end of 2019, indicating better liquidity management[182] Employee Management and Training - As of June 30, 2020, the Group employed a total of 1,197 full-time staff, reflecting the growth of the business[196] - Employee compensation is determined based on qualifications, experience, job nature, and performance, with performance-based cash bonuses and stock incentives provided[198] - The company offers training programs for management trainees and employees at all levels to enhance skills and performance[198]

天营 SKYFAME 天譽置業(控股)有限公司 SKYFAME REALTY (HOLDINGS) LIMITED (於百慕達註冊成立之有限公司) (股份代號: 00059) 2019 1 二零一九年度年報 • 天譽置業（控股）有限公司 目錄 | --- | --- | |----------------------------------------|-------| | | 頁次 | | 公司資料 | 2 | | 主席報告 | 4 | | 公司簡介 | 6 | | 管理層討論與分析 | 11 | | 董事及高級管理人員簡介 | 31 | | 環境、社會及管治報告 | 35 | | 企業管治報告書 | 71 | | 董事會報告書 | 82 | | 獨立核數師報告 | 93 | | 綜合全面收益表 | 99 | | 綜合資產負債表 | 100 | | 綜合權益變動表 | 102 | | 綜合現金流量表 | 103 | | 綜合財務報表附註 | 104 | | 五年財務概要 | 202 | | 發展中物業、持作出售物業及投資物業詳情 | 203 | 二零一九年度年報 • 天譽置業（控股）有限公司 2 公司資料 ...

Financial Performance - The company achieved a record contract sales amount of RMB 9.37 billion, exceeding the sales target of RMB 8 billion by 17%[6] - Confirmed property sales reached RMB 6.192 billion, an increase of 51.7% compared to the previous year[6] - Net profit after tax was RMB 1.644 billion, reflecting a growth of 58.3%[6] - The company aims for a total sales target of RMB 12,000,000,000 in 2019, representing a 28% increase from the 2018 sales[74] - Property sales for the year amounted to RMB 6,122,400,000, a 51.4% increase year-on-year, with an average selling price of RMB 11,200 per square meter[79] - The gross profit margin for property sales improved to 30.0% in 2018, up from 21.2% in 2017, due to higher selling prices in key projects[79] - The group’s overall gross profit margin rose to 30.5% in 2018, compared to 21.6% in 2017, driven by improved profitability across multiple business segments[80] - The total contracted sales for the group in 2018 reached RMB 9,370,000,000, an increase of 17% compared to the annual target of RMB 8,000,000,000[74] Project Development - The company is currently negotiating with local governments and village committees for six land plots in Guangzhou and Shenzhen, with a total estimated construction area of 19.47 million square meters[9] - As of December 31, 2018, the company's total land reserve for current and future development projects, including urban renewal projects, amounts to approximately 25.6 million square meters[9] - The company has a project portfolio with a total construction area of approximately 25.6 million square meters, including completed or ongoing projects of 5.9 million square meters and future development areas of 200,000 square meters[13] - The company has nine ongoing property development projects in mainland China, with a total area of approximately 5,870,000 square meters[40] - The remaining saleable area, excluding delivered properties, is approximately 3,360,000 square meters, expected to be delivered between 2019 and 2024[40] Strategic Initiatives - The company plans to enhance investor confidence by focusing on long-term growth and profitability strategies[6] - The company is committed to providing environmentally friendly, high-quality, and affordable housing for first-time homebuyers[7] - The company is focused on expanding its presence in high-potential cities in mainland China, particularly in the Greater Bay Area and southwestern regions[13] - The company emphasizes employee development and retention through a share incentive plan adopted in July 2018, aimed at rewarding outstanding employees[10] Environmental and Social Governance (ESG) - The company has established an Environmental, Social, and Governance (ESG) working group to enhance its sustainability performance[116] - The company is committed to sustainable development as a core part of its business strategy, aiming for economic and social growth[115] - The company actively engages stakeholders through various communication channels to improve its ESG performance[122] - The company has implemented internal controls to assess the effectiveness of its ESG risk management[116] - The company has established a risk management committee that meets at least once a year to address significant environmental risks and corresponding measures[134] Employee Development and Welfare - The company has achieved over 14,000 employees, reflecting a growth of 27% compared to the previous year[121] - The company provided more than 3,600 hours of training for employees, emphasizing its commitment to staff development[121] - Employee health checks during the reporting period amounted to approximately RMB 161,226, an increase of about 36.4% compared to RMB 118,174 in 2017[189] - The company emphasizes the importance of occupational health and safety, adhering to relevant laws and regulations, with no recorded serious accidents during the reporting period[186] - The company has established a fair promotion system, conducting biannual employee promotion evaluations[184] Financial Position and Debt Management - The company's total assets reached RMB 21,237,000,000, an increase of 30.7% compared to the previous year[89] - The total debt increased by 48.4% to RMB 6,362,600,000, primarily due to the acquisition of the Chongqing project[90] - The net debt ratio as of December 31, 2018, was 53.0%, compared to -0.4% the previous year[93] - The liquidity ratio decreased to 1.27 times, down from 1.41 times in the previous year[93] Community and Stakeholder Engagement - The company has a structured approach to stakeholder engagement, including annual meetings and satisfaction surveys[123] - The company supports local procurement, which reduces supply chain risks and lowers carbon emissions associated with transporting construction materials[198] - The company has developed a supplier management program to standardize supplier selection and cooperation management, enhancing the integration and effectiveness of external resources[198] Construction and Environmental Management - The company has established a comprehensive environmental protection management system to monitor and manage pollution from wastewater, waste gas, noise, and waste[134] - The company has implemented measures to reduce vehicle emissions, including a vehicle management guideline to enhance efficiency and regular checks on fuel consumption[136] - The company has developed a guideline for water supply and drainage engineering to improve construction quality and prevent common quality issues[133] - The company has established guidelines for noise pollution control during construction to minimize environmental impact[171]