股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 | 截至月份: | 2025年9月30日 | 狀態: 新提交 | | --- | --- | --- | | 致：香港交易及結算所有限公司 | | | | 公司名稱: | 大生地產發展有限公司 | | | 呈交日期: | 2025年10月2日 | | | I. 法定/註冊股本變動 不適用 | | | FF301 第 1 頁 共 10 頁 v 1.1.1 FF301 II. 已發行股份及/或庫存股份變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | 於香港聯交所上市 (註1) | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 00089 | 說明 | | | | | | | | | 已發行股份（不包括庫存股份）數目 | | 庫存股份數目 | | 已發行股份總數 | | | 上月底結存 | | | 287,669,676 | | 0 | | 287,669,676 | | 增加 / 減少 (-) | | | 0 | | ...

(Incorporated in Hong Kong with limited liability) （於香港註冊成立之有限公司） （Stock Code 股份代號：89） N O T I F I C AT I O N L E T T E R 通 知 信 函 Dear non-registered shareholder(s), Tai Sang Land Development Limited (the "Company") If you want to receive the Corporate Communications in printed form, please complete and return the reply form on the reverse side to the Share Registrar or send an email to taisangland.ecom@computershare.com.hk specifying your name, address and request to receive the Corporate Communications in ...

(Incorporated in Hong Kong with limited liability) （於香港註冊成立之有限公司） （Stock Code 股份代號：89） N O T I F I C AT I O N L E T T E R 通 知 信 函 Dear registered shareholder(s), Tai Sang Land Development Limited (the "Company") – Notice of Publication of 2025 Interim Report (the "Current Corporate Communications") The Current Corporate Communications of the Company have been published in English and Chinese languages and are available on the website of the Company at www.tsld.com and the HKEXnews website at www.hkexnews.hk ...

[Company Information](index=3&type=section&id=公司資料) The Company's Board of Directors includes executive, non-executive, and independent non-executive directors, with Ma Ching Wai serving as Chairman and Chief Executive - The composition of the Audit, Remuneration, and Nomination Committees is specified, ensuring a sound corporate governance structure[4](index=4&type=chunk)[5](index=5&type=chunk) - The Company Secretary is Ma Ching Man, the auditor is **PricewaterhouseCoopers**, and key bankers and legal advisors are listed[6](index=6&type=chunk)[7](index=7&type=chunk) [Condensed Consolidated Statement of Financial Position](index=4&type=section&id=簡明綜合財務狀況表) Total assets decreased by 1.72% to HKD 11,335,048 thousand, primarily due to a reduction in non-current assets, while total equity decreased by 2.59% Condensed Consolidated Statement of Financial Position Summary (HKD thousands) | Metric | June 30, 2025 | December 31, 2024 | Change (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | **ASSETS** | | | | | | Non-current assets | 11,043,722 | 11,265,078 | (221,356) | -1.96% | | Current assets | 291,326 | 268,023 | 23,303 | 8.70% | | **Total assets** | **11,335,048** | **11,533,101** | **(198,053)** | **-1.72%** | | **EQUITY** | | | | | | Equity attributable to owners of the Company | 8,045,113 | 8,261,890 | (216,777) | -2.62% | | Non-controlling interests | 274,909 | 279,356 | (4,447) | -1.59% | | **Total equity** | **8,320,022** | **8,541,246** | **(221,224)** | **-2.59%** | | **LIABILITIES** | | | | | | Non-current liabilities | 2,748,056 | 2,348,768 | 399,288 | 17.00% | | Current liabilities | 266,970 | 643,087 | (376,117) | -58.49% | | **Total liabilities** | **3,015,026** | **2,991,855** | **23,171** | **0.77%** | | **Total equity and liabilities** | **11,335,048** | **11,533,101** | **(198,053)** | **-1.72%** | - As of June 30, 2025, total assets decreased by **1.72%** to **HKD 11,335,048 thousand** from December 31, 2024, primarily due to a reduction in non-current assets[8](index=8&type=chunk)[10](index=10&type=chunk) - Total equity decreased by **2.59%** to **HKD 8,320,022 thousand**, while total liabilities slightly increased by **0.77%** to **HKD 3,015,026 thousand**, with non-current liabilities significantly increasing by **17.00%** and current liabilities sharply decreasing by **58.49%**[8](index=8&type=chunk)[10](index=10&type=chunk) [Condensed Consolidated Statement of Profit or Loss](index=6&type=section&id=簡明綜合損益表) Revenue for the period decreased by 2.34%, while gross profit increased by 8.38%, but fair value loss on investment properties led to a significant increase in operating loss Condensed Consolidated Statement of Profit or Loss Summary (HKD thousands) | Metric | Six months ended June 30, 2025 | Six months ended June 30, 2024 | Change (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Revenue | 234,971 | 240,589 | (5,618) | -2.34% | | Cost of sales | (84,229) | (101,499) | 17,270 | -17.02% | | Gross profit | 150,742 | 139,090 | 11,652 | 8.38% | | Fair value loss on investment properties | (198,561) | (129,824) | (68,737) | 52.95% | | Other (losses) / gains, net | (3,357) | 1,047 | (4,404) | -420.63% | | Administrative expenses | (92,083) | (79,560) | (12,523) | 15.74% | | Operating loss | (143,259) | (69,247) | (74,000) | 106.86% | | Finance income | 1,118 | 1,395 | (277) | -19.86% | | Finance costs | (61,143) | (77,114) | 15,971 | -20.71% | | Net finance costs | (60,025) | (75,719) | 15,694 | -20.73% | | Loss before income tax | (203,284) | (144,966) | (58,318) | 40.23% | | Income tax expense | (1,247) | (17,601) | 16,354 | -92.91% | | **Loss for the period** | **(204,531)** | **(162,567)** | **(41,964)** | **25.81%** | | Loss attributable to owners of the Company | (202,062) | (158,181) | (43,881) | 27.74% | | Loss per share (basic and diluted) | HKD (0.70) | HKD (0.55) | (0.15) | 27.27% | - Revenue for the period decreased by **2.34%** year-on-year to **HKD 234,971 thousand**, while cost of sales decreased by **17.02%**, leading to an **8.38%** increase in gross profit[12](index=12&type=chunk) - Fair value loss on investment properties significantly increased by **52.95%** to **HKD 198,561 thousand**, which was the primary reason for the **106.86%** year-on-year expansion of operating loss to **HKD 143,259 thousand**[12](index=12&type=chunk) - Net finance costs decreased by **20.73%** year-on-year to **HKD 60,025 thousand**, but loss for the period still expanded by **25.81%** to **HKD 204,531 thousand**, with loss per share increasing to **HKD 0.70**[12](index=12&type=chunk) [Condensed Consolidated Statement of Comprehensive Income](index=7&type=section&id=簡明綜合全面收益表) Total comprehensive loss for the period expanded by 25.22% to HKD 205,177 thousand, primarily due to the increased loss for the period Condensed Consolidated Statement of Comprehensive Income Summary (HKD thousands) | Metric | Six months ended June 30, 2025 | Six months ended June 30, 2024 | Change (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Loss for the period | (204,531) | (162,567) | (41,964) | 25.81% | | Other comprehensive income | | | | | | Fair value changes of financial assets at fair value through other comprehensive income | (646) | (1,276) | 630 | -49.37% | | Currency translation differences | – | (9) | 9 | -100.00% | | Other comprehensive income for the period | (646) | (1,285) | 639 | -49.73% | | **Total comprehensive income for the period** | **(205,177)** | **(163,852)** | **(41,325)** | **25.22%** | | Total comprehensive income attributable to owners of the Company | (202,394) | (158,896) | (43,498) | 27.38% | | Total comprehensive income attributable to non-controlling interests | (2,783) | (4,956) | 2,173 | -43.85% | - Total comprehensive loss for the period was **HKD 205,177 thousand**, an increase of **25.22%** from the prior year, primarily due to the increased loss for the period[14](index=14&type=chunk) - Fair value changes of financial assets at fair value through other comprehensive income decreased by **49.37%** year-on-year to a loss of **HKD 646 thousand**, with no currency translation differences in the current period compared to the prior year[14](index=14&type=chunk) [Condensed Consolidated Statement of Cash Flows](index=8&type=section&id=簡明綜合現金流量表) Net cash generated from operating activities increased by 4.56%, while investing activities turned into a net inflow, leading to a significant improvement in cash and cash equivalents Condensed Consolidated Statement of Cash Flows Summary (HKD thousands) | Metric | Six months ended June 30, 2025 | Six months ended June 30, 2024 | Change (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Net cash generated from operating activities | 75,834 | 72,526 | 3,308 | 4.56% | | Net cash generated from / (used in) investing activities | 295 | (6,236) | 6,531 | -104.73% | | Net cash used in financing activities | (53,055) | (78,622) | 25,567 | -32.52% | | Net increase / (decrease) in cash and cash equivalents | 23,074 | (12,332) | 35,406 | -287.11% | | Cash and cash equivalents at end of period | 146,512 | 96,023 | 50,489 | 52.58% | - Net cash generated from operating activities increased by **4.56%** year-on-year to **HKD 75,834 thousand**[16](index=16&type=chunk) - Investing activities shifted from a net cash outflow last year to a net cash inflow of **HKD 295 thousand** this period, mainly due to reduced expenditure on property, plant and equipment and investment properties[16](index=16&type=chunk) - Net cash used in financing activities decreased by **32.52%** year-on-year to **HKD 53,055 thousand**, primarily benefiting from changes in net bank loan borrowings and repayments, and reduced interest expenses[16](index=16&type=chunk) - Cash and cash equivalents at the end of the period significantly increased by **52.58%** to **HKD 146,512 thousand**, indicating a notable improvement in liquidity[16](index=16&type=chunk) [Condensed Consolidated Statement of Changes in Equity](index=9&type=section&id=簡明綜合權益變動表) Total equity decreased to HKD 8,320,022 thousand as of June 30, 2025, primarily due to the loss for the period and dividends paid Condensed Consolidated Statement of Changes in Equity Summary (HKD thousands) | Metric | June 30, 2025 | January 1, 2024 | June 30, 2024 | | :--- | :--- | :--- | :--- | | At beginning of period/year | 8,541,246 | 8,912,700 | 8,912,700 | | Loss for the period | (204,531) | (162,567) | (162,567) | | Other comprehensive income | (646) | (1,285) | (1,285) | | Dividends paid | (16,047) | (20,056) | (20,056) | | **At end of period/year** | **8,320,022** | **8,728,792** | **8,728,792** | - As of June 30, 2025, total equity was **HKD 8,320,022 thousand**, a decrease from **HKD 8,541,246 thousand** as of January 1, 2025, primarily due to the loss for the period and dividends paid[18](index=18&type=chunk) - Retained profits attributable to owners of the Company decreased from **HKD 7,073,831 thousand** as of January 1, 2025, to **HKD 6,857,386 thousand** as of June 30, 2025[18](index=18&type=chunk) [Notes to the Condensed Consolidated Interim Financial Information](index=10&type=section&id=簡明綜合中期財務資料附註) This section provides detailed notes on the Group's financial information, covering general matters, accounting policies, risk management, key estimates, segment data, and specific financial statement items [1. General Information](index=10&type=section&id=一、%20一般事項) The Group's principal activities include property investment, leasing, development, management, and agency services, as well as hotel and catering operations - The Group's principal activities include property investment, leasing, development, management, and agency services, as well as hotel and catering operations[21](index=21&type=chunk) - The Company's shares are listed on The Stock Exchange of Hong Kong, with its registered office in Wong Chuk Hang, Hong Kong[21](index=21&type=chunk) - The condensed consolidated interim financial information was approved by the Board on **August 27, 2025**, presented in HKD, and annual financial statements were filed under the Hong Kong Companies Ordinance with an unqualified auditor's report[21](index=21&type=chunk) [2. Summary of Significant Accounting Policies](index=11&type=section&id=二、%20會計政策之概要) The condensed consolidated interim financial information is prepared under the historical cost convention, adhering to HKAS 34, with no material impact from the adoption of HKAS 21 (Revised) - Financial information is prepared under the historical cost convention, except for investment properties, financial assets at fair value through other comprehensive income, and derivative financial instruments, which are measured at fair value[22](index=22&type=chunk) - Preparation is in accordance with Hong Kong Accounting Standard **34 'Interim Financial Reporting'** issued by the Hong Kong Institute of Certified Public Accountants[22](index=22&type=chunk) - The Group adopted HKAS **21 (Revised) 'Lack of Exchangeability'** during the period, which had no material impact on its results or financial position[22](index=22&type=chunk) [3. Financial Risk Management](index=12&type=section&id=三、%20財務風險管理) The Group faces various financial risks, including foreign currency, credit, liquidity, interest rate, and price risks, with no significant changes in risk management policies since last year-end - The Group's operations are exposed to foreign currency risk, credit risk, liquidity risk, interest rate risk, and price risk[23](index=23&type=chunk) - There have been no significant changes to risk management policies since the end of last year[24](index=24&type=chunk) - Fair value measurement of financial instruments uses a three-level disclosure hierarchy, with financial assets at fair value through other comprehensive income classified as Level 1 and derivative financial instruments as Level 2[24](index=24&type=chunk)[25](index=25&type=chunk) - For the six months ended June 30, 2025, there were no transfers between different levels of the fair value hierarchy for the Group's financial assets and liabilities[25](index=25&type=chunk) [4. Critical Accounting Estimates and Judgements](index=14&type=section&id=四、%20關鍵會計估算及判斷) Accounting estimates and judgments are continuously evaluated based on historical experience and expectations of future events, with no significant changes compared to the 2024 annual report - Accounting estimates and judgments are continuously evaluated based on historical experience and expectations of future events[27](index=27&type=chunk) - Compared to the 2024 annual report, there were no significant changes in the estimates and assumptions used in preparing the condensed consolidated interim financial information for the current period[27](index=27&type=chunk) [5. Revenue and Segment Information](index=14&type=section&id=五、%20收入及分部資料) The Group's revenue primarily stems from property leasing, property-related services, and hotel and catering operations, with total revenue decreasing by 2.34% due to a significant decline in US segment revenue Revenue Recognized During the Period (HKD thousands) | Revenue Source | Six months ended June 30, 2025 | Six months ended June 30, 2024 | Change (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Property leasing - investment properties | 158,229 | 164,119 | (5,890) | -3.59% | | Property leasing - properties held for sale | 13,257 | 13,791 | (534) | -3.87% | | Property related services | 14,653 | 14,710 | (57) | -0.39% | | Hotel operations | 39,799 | 39,587 | 212 | 0.54% | | Catering operations | 9,033 | 8,382 | 651 | 7.77% | | **Total revenue** | **234,971** | **240,589** | **(5,618)** | **-2.34%** | - The Group's operating segments are Hong Kong and the United States, with the executive directors of the Company serving as the chief operating decision makers[29](index=29&type=chunk) Segment Total Revenue (HKD thousands) | Segment | Six months ended June 30, 2025 | Six months ended June 30, 2024 | Change (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Hong Kong | 210,026 | 209,746 | 280 | 0.13% | | United States | 24,945 | 30,843 | (5,898) | -19.12% | | **Total** | **234,971** | **240,589** | **(5,618)** | **-2.34%** | - Hong Kong segment revenue slightly increased by **0.13%**, while US segment revenue significantly decreased by **19.12%**, leading to a reduction in total revenue[31](index=31&type=chunk)[33](index=33&type=chunk) [6. Property, Plant and Equipment and Investment Properties](index=20&type=section&id=六、%20物業、機器及設備及投資物業) As of June 30, 2025, property, plant and equipment had a net carrying amount of HKD 1,931,908 thousand, and investment properties were valued at HKD 9,095,152 thousand, with a fair value loss of HKD 198,561 thousand recorded during the period Property, Plant and Equipment and Investment Properties Carrying Amount/Valuation (HKD thousands) | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Property, plant and equipment | 1,931,908 | 1,952,774 | | Investment properties | 9,095,152 | 9,294,986 | | **Total** | **11,027,060** | **11,247,760** | - Fair value loss on investment properties for the period was **HKD 198,561 thousand**, resulting in a decrease in investment property valuation[35](index=35&type=chunk) - All of the Group's investment properties measured at fair value are classified as Level 3 within the fair value hierarchy, with valuations performed by independent qualified valuers[36](index=36&type=chunk) - Valuation techniques primarily include the income capitalization approach (for completed properties), direct comparison approach (for certain car parks), and residual method (for properties under development), with no changes in valuation techniques during the period[36](index=36&type=chunk)[37](index=37&type=chunk)[38](index=38&type=chunk) [7. Trade and Other Receivables](index=22&type=section&id=七、%20應收賬款及預付款項) As of June 30, 2025, trade receivables, net, increased to HKD 2,716 thousand from HKD 1,817 thousand as of December 31, 2024, primarily consisting of rental and management fees with a 30-day credit period Trade Receivables, Net (HKD thousands) | Aging | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | 0 to 30 days | 2,071 | 1,450 | | 31 to 60 days | 215 | 367 | | 61 to 90 days | 257 | – | | Over 90 days | 173 | – | | **Total** | **2,716** | **1,817** | - Trade receivables, net, increased from **HKD 1,817 thousand** as of December 31, 2024, to **HKD 2,716 thousand** as of June 30, 2025[39](index=39&type=chunk) - Trade receivables primarily consist of rental and management fees, with a **30-day** credit period for management fee receivables[39](index=39&type=chunk) [8. Share Capital](index=22&type=section&id=八、%20股本) As of June 30, 2025, the Company's issued and fully paid ordinary shares totaled 287,670 thousand, with share capital of HKD 417,321 thousand, remaining unchanged from December 31, 2024 Ordinary Shares Issued and Fully Paid | Metric | Number of shares (thousands) | Share capital (HKD thousands) | | :--- | :--- | :--- | | June 30, 2025 | 287,670 | 417,321 | | December 31, 2024 | 287,670 | 417,321 | - The number of ordinary shares issued and fully paid and the share capital of the Company remained stable and unchanged during the reporting period[40](index=40&type=chunk) [9. Long-term Bank Loans - Secured](index=23&type=section&id=九、%20長期銀行貸款－有抵押) Total long-term bank loans increased to HKD 2,603,640 thousand as of June 30, 2025, with the portion repayable within one year significantly reduced, and these loans are secured by properties and rental income in the US and Hong Kong Long-term Bank Loans - Secured (HKD thousands) | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Bank loans - repayable within five years | 2,603,640 | 2,479,744 | | Portion repayable within one year classified as current liabilities | (87,077) | (360,540) | | **Long-term bank loans** | **2,516,563** | **2,119,204** | - Total long-term bank loans increased from **HKD 2,479,744 thousand** as of December 31, 2024, to **HKD 2,603,640 thousand** as of June 30, 2025[41](index=41&type=chunk) - The portion of long-term bank loans repayable within one year significantly decreased from **HKD 360,540 thousand** to **HKD 87,077 thousand**[41](index=41&type=chunk) - Long-term bank loans are secured by property, plant and equipment, investment properties, and their rental income located in the US and Hong Kong, with a total carrying amount of **HKD 7,686,162 thousand**[41](index=41&type=chunk) [10. Deferred Income Tax Liabilities](index=24&type=section&id=十、%20遞延所得稅項負債) Net deferred income tax liabilities slightly decreased to HKD 227,524 thousand as of June 30, 2025, with a credit of HKD 1,665 thousand to profit or loss during the period Movement in Net Deferred Income Tax Liabilities (HKD thousands) | Metric | June 30, 2025 | June 30, 2024 | December 31, 2024 | | :--- | :--- | :--- | :--- | | Beginning of period/year | 229,189 | 252,081 | 252,081 | | (Credited) / charged to profit or loss | (1,665) | 16,047 | (22,892) | | **End of period/year** | **227,524** | **268,128** | **229,189** | - Net deferred income tax liabilities slightly decreased from **HKD 229,189 thousand** as of December 31, 2024, to **HKD 227,524 thousand** as of June 30, 2025[43](index=43&type=chunk) - Deferred income tax of **HKD 1,665 thousand** was credited to profit or loss this period, compared to a charge of **HKD 16,047 thousand** in the prior period[43](index=43&type=chunk) [11. Derivative Financial Instruments](index=24&type=section&id=十一、衍生性金融工具) As of June 30, 2025, the Group held interest rate swap contract liabilities of HKD 3,705 thousand, which generated a net fair value loss of HKD 3,973 thousand during the period Derivative Financial Instruments Liabilities (HKD thousands) | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Interest rate swap contracts | 3,705 | – | - As of June 30, 2025, the Group held interest rate swap contract liabilities of **HKD 3,705 thousand**, with a notional principal amount of **HKD 200,000,000**[45](index=45&type=chunk) - During the period, interest rate swap contracts generated a net fair value loss of **HKD 3,973 thousand**, which was recognized and charged to profit or loss[45](index=45&type=chunk) [12. Trade and Other Payables](index=25&type=section&id=十二、應付賬款及應計費用) Trade payables decreased to HKD 7,079 thousand as of June 30, 2025, with the majority due within 30 days Aging Analysis of Trade Payables (HKD thousands) | Aging | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | 0 to 30 days | 6,327 | 8,362 | | 31 to 60 days | 403 | 179 | | 61 to 90 days | 349 | 15 | | Over 90 days | – | 16 | | **Total** | **7,079** | **8,572** | - Trade payables decreased from **HKD 8,572 thousand** as of December 31, 2024, to **HKD 7,079 thousand** as of June 30, 2025[46](index=46&type=chunk) - The majority of trade payables (**HKD 6,327 thousand**) are due within **0 to 30 days**[46](index=46&type=chunk) [13. Short-term Bank Loans](index=25&type=section&id=十三、短期銀行貸款) Short-term bank loans significantly decreased to HKD 54,700 thousand as of June 30, 2025, and are secured by certain investment properties and property, plant and equipment in Hong Kong Short-term Bank Loans (HKD thousands) | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Short-term bank loans - secured | 54,700 | 150,000 | - Short-term bank loans significantly decreased from **HKD 150,000 thousand** as of December 31, 2024, to **HKD 54,700 thousand** as of June 30, 2025[47](index=47&type=chunk) - These loans are secured by certain investment properties, property, plant and equipment, and their rental income located in Hong Kong[47](index=47&type=chunk) [14. Costs and Expenses](index=26&type=section&id=十四、成本及費用) Total cost of sales and administrative expenses decreased by 2.62% to HKD 176,312 thousand for the six months ended June 30, 2025, driven by reduced investment property-related expenses Key Costs and Expenses (HKD thousands) | Expense Category | Six months ended June 30, 2025 | Six months ended June 30, 2024 | Change (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Depreciation | 21,998 | 22,997 | (999) | -4.34% | | Amortization of capitalized leasing costs | 1,890 | 2,320 | (430) | -18.53% | | Impairment allowance for trade receivables | – | 102 | (102) | -100.00% | | Expenses related to investment properties | 29,936 | 34,045 | (4,109) | -12.07% | | Expenses related to hotel and catering operations | 36,145 | 35,098 | 1,047 | 2.98% | | Other employee benefits expenses | 41,235 | 40,344 | 891 | 2.21% | | **Total cost of sales and administrative expenses** | **176,312** | **181,059** | **(4,747)** | **-2.62%** | - Total cost of sales and administrative expenses decreased by **2.62%** year-on-year to **HKD 176,312 thousand**[48](index=48&type=chunk) - Expenses related to investment properties significantly decreased by **12.07%**, while expenses related to hotel and catering operations slightly increased[48](index=48&type=chunk) [15. Other (Losses) / Gains, Net](index=27&type=section&id=十五、其他（虧損）╱盈利淨額) The Group recorded other losses, net, of HKD 3,357 thousand for the six months ended June 30, 2025, a significant deterioration from the prior period's gain, primarily due to derivative financial instrument losses Other (Losses) / Gains, Net (HKD thousands) | Metric | Six months ended June 30, 2025 | Six months ended June 30, 2024 | Change (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Dividend income | 652 | 670 | (18) | -2.69% | | Realized and unrealized losses, net, on derivative financial instruments | (3,973) | – | (3,973) | -100.00% | | (Loss) / gain, net, on disposal of property, plant and equipment | (36) | 377 | (413) | -109.55% | | **Total** | **(3,357)** | **1,047** | **(4,404)** | **-420.63%** | - Other losses, net, for the period amounted to **HKD 3,357 thousand**, a significant deterioration from the prior period's gain of **HKD 1,047 thousand**[50](index=50&type=chunk) - The primary reason was a net realized and unrealized loss of **HKD 3,973 thousand** on derivative financial instruments, which was absent in the prior period[50](index=50&type=chunk) [16. Finance Income and Costs](index=27&type=section&id=十六、財務收益及成本) Net finance costs significantly decreased by 20.73% to HKD 60,025 thousand for the six months ended June 30, 2025, primarily due to a substantial reduction in interest expense on bank loans Finance Income and Costs (HKD thousands) | Metric | Six months ended June 30, 2025 | Six months ended June 30, 2024 | Change (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Interest income from bank deposits | 1,118 | 1,395 | (277) | -19.86% | | Interest expense on bank loans | (61,143) | (77,114) | 15,971 | -20.71% | | **Net finance costs** | **(60,025)** | **(75,719)** | **15,694** | **-20.73%** | - Net finance costs decreased by **20.73%** year-on-year to **HKD 60,025 thousand**[51](index=51&type=chunk) - Interest expense on bank loans significantly decreased by **20.71%** to **HKD 61,143 thousand**, which was the main reason for the reduction in net finance costs[51](index=51&type=chunk) [17. Income Tax Expense](index=28&type=section&id=十七、所得稅費用) Total income tax expense significantly decreased by 92.91% to HKD 1,247 thousand for the six months ended June 30, 2025, primarily due to a deferred income tax credit for the US segment Income Tax Expense (HKD thousands) | Metric | Six months ended June 30, 2025 | Six months ended June 30, 2024 | Change (HKD thousands) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Current income tax - Hong Kong profits tax | (2,894) | (1,541) | (1,353) | 87.80% | | Current income tax - US tax | (18) | (13) | (5) | 38.46% | | Deferred income tax - Hong Kong | (1,248) | (1,698) | 450 | -26.50% | | Deferred income tax - US | 2,913 | (14,349) | 17,262 | -120.30% | | **Total income tax expense** | **(1,247)** | **(17,601)** | **16,354** | **-92.91%** | - Total income tax expense significantly decreased by **92.91%** year-on-year to **HKD 1,247 thousand**[53](index=53&type=chunk) - Deferred income tax for the US segment shifted from a charge of **HKD 14,349 thousand** last year to a credit of **HKD 2,913 thousand** this period, which was the main reason for the significant decrease in total income tax expense[53](index=53&type=chunk) - Hong Kong profits tax is calculated at a rate of **16.5%**, and overseas subsidiaries had no estimated assessable profits for the period (except for US minimum state tax)[52](index=52&type=chunk) [18. Loss Per Share](index=28&type=section&id=十八、每股虧損) Basic and diluted loss per share expanded to HKD 0.70 for the six months ended June 30, 2025, an increase of 27.27% from the prior period Loss Per Share | Metric | Six months ended June 30, 2025 | Six months ended June 30, 2024 | Change (HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Loss attributable to owners of the Company (HKD thousands) | 202,062 | 158,181 | 43,881 | 27.74% | | Number of ordinary shares in issue (thousands) | 287,670 | 287,670 | 0 | 0.00% | | **Loss per share (basic and diluted)** | **HKD (0.70)** | **HKD (0.55)** | **(0.15)** | **27.27%** | - Basic and diluted loss per share expanded from **HKD 0.55** in the prior period to **HKD 0.70**, an increase of **27.27%**[54](index=54&type=chunk) - As there were no potentially dilutive ordinary shares during the period, diluted loss per share was equal to basic loss per share[54](index=54&type=chunk) [19. Dividends](index=29&type=section&id=十九、股息) The Board has declared an interim dividend of HK 3 cents per ordinary share for the year ending December 31, 2025, a 25% decrease from the prior period, payable on September 29, 2025 Interim Dividends (HKD thousands) | Metric | Six months ended June 30, 2025 | Six months ended June 30, 2024 | Change (HKD cents) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Interim dividend declared per ordinary share | HK 3 cents | HK 4 cents | (1 cent) | -25.00% | | Total amount | 8,630 | 11,507 | (2,877) | -25.00% | - The Board has declared an interim dividend of **HK 3 cents** per ordinary share, a **25%** decrease from **HK 4 cents** in the prior period[57](index=57&type=chunk) - The dividend will be paid on **September 29, 2025**, to shareholders registered on the Company's register of members as of the close of business on **September 12, 2025**[57](index=57&type=chunk) [20. Capital Commitments](index=29&type=section&id=二十、資本承擔) Total capital commitments contracted but not provided for increased to HKD 15,045 thousand as of June 30, 2025, primarily involving investment properties and property, plant and equipment Capital Commitments (HKD thousands) | Category | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Investment properties | 15,015 | 12,818 | | Property, plant and equipment | 30 | 773 | | **Total** | **15,045** | **13,591** | - Total capital commitments contracted but not provided for increased from **HKD 13,591 thousand** as of December 31, 2024, to **HKD 15,045 thousand** as of June 30, 2025[58](index=58&type=chunk) - Major commitments involve investment properties (**HKD 15,015 thousand**) and property, plant and equipment (**HKD 30 thousand**)[58](index=58&type=chunk) [21. Related Party Transactions](index=30&type=section&id=二十一、%20關連人士交易) During the period, the Group engaged in property leasing and property-related services transactions with related parties, generating revenues of HKD 865 thousand and HKD 256 thousand respectively, while key management personnel compensation slightly increased Related Party Transactions (HKD thousands) | Transaction Type | Six months ended June 30, 2025 | Six months ended June 30, 2024 | | :--- | :--- | :--- | | Property leasing income | 865 | 839 | | Property related services income | 256 | 282 | | Purchase of motor vehicles from related parties | – | 1,200 | | Key management personnel compensation | 20,122 | 19,574 | - Property leasing income from related parties slightly increased year-on-year, while property related services income slightly decreased[59](index=59&type=chunk) - No motor vehicles were purchased from related parties this period, compared to **HKD 1,200 thousand** in the prior period[59](index=59&type=chunk) - Key management personnel compensation increased from **HKD 19,574 thousand** in the prior period to **HKD 20,122 thousand** this period[59](index=59&type=chunk) [Review Report on Interim Financial Information](index=31&type=section&id=中期財務資料之審閱報告) PricewaterhouseCoopers has reviewed the interim financial information in accordance with HKSA 2410, concluding no material misstatements were found - **PricewaterhouseCoopers** has reviewed the interim financial information in accordance with Hong Kong Standard on Review Engagements **2410 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity'**[60](index=60&type=chunk)[61](index=61&type=chunk) - A review is less in scope than an audit, and therefore no audit opinion is expressed[61](index=61&type=chunk) - The review concluded that nothing has come to the auditor's attention that causes them to believe the Group's interim financial information is not prepared, in all material respects, in accordance with Hong Kong Accounting Standard **34 'Interim Financial Reporting'**[62](index=62&type=chunk) [Chairman's Statement](index=32&type=section&id=主席報告書) This statement provides an overview of the Group's performance, dividend declaration, and outlook, highlighting key financial results and strategic considerations [Results](index=32&type=section&id=業績) The Group's total revenue decreased by 2.3% for the period ended June 30, 2025, resulting in a consolidated loss of HKD 204.5 million, primarily due to fair value loss on investment properties Key Performance Indicators (HKD millions) | Metric | Six months ended June 30, 2025 | Six months ended June 30, 2024 | Change (HKD millions) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Total revenue | 235.0 | 240.6 | (5.6) | -2.3% | | Consolidated loss | (204.5) | (162.6) | (41.9) | 25.77% | | Loss per share | HKD (0.70) | HKD (0.55) | (0.15) | 27.27% | | Fair value loss on investment properties (after US deferred income tax) | (195.6) | (144.2) | (51.4) | 35.64% | | EBITDA (excluding fair value loss) | 78.4 | 85.0 | (6.6) | -7.76% | | Underlying loss (excluding fair value loss) | (8.9) | (18.4) | 9.5 | -51.63% | - Total revenue decreased by **2.3%**, primarily due to lower US business leasing income, though hotel and catering revenue slightly increased by **1.8%**[64](index=64&type=chunk) - Consolidated loss expanded to **HKD 204.5 million**, mainly impacted by a **HKD 195.6 million** fair value loss on investment properties (after US deferred income tax)[64](index=64&type=chunk) - Excluding the impact of fair value loss on investment properties, underlying loss decreased by **HKD 9.5 million**, primarily due to reduced interest expenses from lower interest rates[65](index=65&type=chunk) [Dividends](index=32&type=section&id=股息) The Board has declared an interim dividend of HK 3 cents per ordinary share, a decrease from HK 4 cents in the prior period - The Board has declared an interim dividend of **HK 3 cents** per ordinary share, a decrease from **HK 4 cents** as of June 30, 2024[66](index=66&type=chunk) [Outlook](index=33&type=section&id=展望) The global economic and political environment remains unpredictable, but Hong Kong's property market is expected to stabilize and recover due to interest rate cuts and talent attraction initiatives - The global economic and political environment remains highly unpredictable, with clearer outcomes anticipated after the US tariff policy meeting[67](index=67&type=chunk) - Hong Kong benefits from significant interest rate cuts and government initiatives to attract companies, capital investors, and talent, leading to a surge in residential leasing demand and positive impacts on the property market[67](index=67&type=chunk) - Hong Kong is expected to experience economic recovery and bright future prospects, and the Group will maintain a cautious approach and prudent policies[67](index=67&type=chunk)[68](index=68&type=chunk) [Management Discussion and Analysis](index=34&type=section&id=管理層討論與分析) This section provides an in-depth review of the Group's business performance, financial position, capital structure, risk management, and future plans [Business Review](index=34&type=section&id=業務回顧) Hong Kong's gross rental income slightly decreased, with residential property leasing rebounding but offset by declines in industrial and commercial properties, while US Montgomery Plaza's gross rental income significantly decreased due to lower office occupancy - Hong Kong's gross rental income slightly decreased by **0.4%** to **HKD 146.5 million**, with residential property leasing income rebounding but offset by declines in industrial and commercial property income[70](index=70&type=chunk) - Hong Kong hotel room and catering revenue increased by **1.8%** to **HKD 48.8 million**, with The Agora and The Figo hotels achieving average occupancy rates of **83.1%** and **93.5%** respectively, though average daily room rates declined[70](index=70&type=chunk) - US Montgomery Plaza's gross rental income decreased by **19.2%** to **HKD 24.9 million**, office occupancy rates fell from **65%** to **45%**, and San Francisco Financial District rents and occupancy continued to decline[71](index=71&type=chunk) [Liquidity and Financial Resources](index=34&type=section&id=流動性及財務資源) As of June 30, 2025, the Group's total bank borrowings increased to HKD 2,658.3 million, with the net gearing ratio rising to 32.0%, while maintaining a sound financial position with sufficient committed bank facilities Liquidity and Financial Resources Indicators (HKD millions) | Metric | June 30, 2025 | December 31, 2024 | Change (HKD millions) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Total bank borrowings | 2,658.3 | 2,629.7 | 28.6 | 1.09% | | Total equity | 8,320.0 | 8,541.2 | (221.2) | -2.59% | | Net gearing ratio (total liabilities to equity ratio) | 32.0% | 30.8% | 1.2% | 3.90% | - Total bank borrowings increased by **1.09%** to **HKD 2,658.3 million**, and the net gearing ratio rose to **32.0%**[72](index=72&type=chunk) - The Group has sufficient committed bank facilities to meet current and future funding requirements, maintaining a sound financial position[72](index=72&type=chunk) [Capital Expenditure](index=35&type=section&id=資本性開支) Capital expenditure for the period significantly decreased to HKD 1.3 million, while capital commitments increased to HKD 15.0 million, primarily related to property, plant and equipment, property improvements, and construction works Capital Expenditure and Commitments (HKD millions) | Metric | Six months ended June 30, 2025 | Six months ended June 30, 2024 | | :--- | :--- | :--- | | Capital expenditure | 1.3 | 10.6 | | Capital commitments (end of period) | 15.0 | 13.6 | - Capital expenditure for the period significantly decreased to **HKD 1.3 million**, while capital commitments increased to **HKD 15.0 million**[73](index=73&type=chunk) - Capital expenditure and commitments are primarily related to additions to property, plant and equipment, property improvements, and construction works, expected to be funded by future operating income, bank borrowings, and other financing channels[73](index=73&type=chunk) [Group Capital Structure](index=35&type=section&id=本集團資本結構) The Group's capital structure remained largely unchanged compared to the previous annual report - The Group's capital structure remained largely unchanged from the previous annual report[74](index=74&type=chunk) [Financial Policies and Objectives](index=35&type=section&id=財務政策及目標) The Group's financial policies aim to enhance financial operations management, reduce borrowing costs, maintain adequate cash and cash equivalents, and optimize resource utilization, with regular reviews to ensure effectiveness - Financial policies aim to enhance financial operations management, reduce borrowing costs, and maintain adequate levels of cash and cash equivalents[75](index=75&type=chunk) - The Group regularly reviews and evaluates its financial policies to ensure their adequacy and effectiveness[75](index=75&type=chunk) [Foreign Currency Exchange Risk](index=35&type=section&id=外幣匯兌風險) The Group's loans and cash are primarily denominated in HKD and USD, with principal and interest repaid in their respective currencies, thus posing no significant foreign exchange fluctuation risk, and no hedging activities were undertaken as of June 30, 2025 - The Group's loans and cash are primarily denominated in HKD and USD, with principal and interest repaid in their respective loan currencies, thus posing no significant foreign exchange fluctuation risk[76](index=76&type=chunk) - As of June 30, 2025, the Group had no foreign currency hedging activities[77](index=77&type=chunk) [Secured Bank Borrowings and Pledged Assets](index=36&type=section&id=抵押銀行借貸及資產抵押) Total secured bank borrowings amounted to HKD 2,658.3 million, collateralized by investment properties and land and buildings with a total carrying amount of HKD 7,686.2 million, along with their rental income - Total secured bank borrowings amounted to **HKD 2,658.3 million**, collateralized by investment properties and land and buildings with a total carrying amount of **HKD 7,686.2 million**, along with their rental income[78](index=78&type=chunk) - In **April 2025**, the Group entered into an interest rate swap contract with a notional principal value of **HKD 200 million** and a fixed interest rate of **3.06%** to stabilize funding costs[78](index=78&type=chunk) Long-term Bank Loan Maturity Schedule (HKD thousands) | Period | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Within one year | 87,077 | 360,540 | | In the second year | 1,853,478 | 1,834,951 | | In the third to fifth years | 663,085 | 284,253 | | **Total** | **2,603,640** | **2,479,744** | [Contingent Liabilities](index=36&type=section&id=或然負債) As of June 30, 2025, the Group had no significant contingent liabilities or guarantees - As of June 30, 2025, the Group had no significant contingent liabilities or guarantees[80](index=80&type=chunk) [Segment Information](index=36&type=section&id=分部資料) Details of the Group's segment information are provided in Note 5(d) to the condensed consolidated interim financial information - Details of the Group's segment information are provided in Note 5(d) to the condensed consolidated interim financial information[81](index=81&type=chunk) [Employees and Remuneration Policy](index=37&type=section&id=僱員及薪酬政策) As of June 30, 2025, the Group employed 265 full-time employees, who receive competitive remuneration based on performance and experience, with annual reviews for promotions and salaries Number of Employees | Metric | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Total number of full-time employees (including directors of the Company) | 265 | 257 | - The Group's employees receive competitive remuneration, determined by performance and experience, with annual reviews for promotions and salaries[82](index=82&type=chunk) - Directors' remuneration is recommended by the Remuneration Committee to the Board, based on operating results, individual duties and performance, and market data[82](index=82&type=chunk) - The Company has not adopted any share option scheme as an incentive for directors and eligible employees[83](index=83&type=chunk) [Material Investments, Material Acquisitions and Disposals of Subsidiaries, Associates and Joint Ventures](index=37&type=section&id=持有重大投資，重大收購及出售附屬公司、聯營公司及合營企業) During the period, the Group held no material investments, nor were there any material acquisitions or disposals of subsidiaries, associates, or joint ventures - During the period, the Group held no material investments, nor were there any material acquisitions or disposals of subsidiaries, associates, or joint ventures[84](index=84&type=chunk) [Future Plans for Material Investments and Capital Assets](index=37&type=section&id=重大投資及資本性資產之未來計劃) The Group will continue to enhance and modernize its real estate portfolio, closely monitoring economic developments and regularly reviewing business plans for material investments and capital assets - The Group will continue its efforts to enhance and modernize its real estate portfolio[85](index=85&type=chunk) - The Group will closely monitor economic developments and regularly review business plans for material investments and capital assets[85](index=85&type=chunk) [Interim Dividend and Closure of Register of Members](index=38&type=section&id=中期股息及記錄日) The Board resolved to declare an interim dividend of HK 3 cents per ordinary share, payable on September 29, 2025, to shareholders registered as of September 12, 2025 - The Board resolved to declare an interim dividend of **HK 3 cents** per ordinary share (2024: **HK 4 cents**)[86](index=86&type=chunk) - The dividend will be paid on **September 29, 2025**, to shareholders registered on the Company's register of members at the close of business on **September 12, 2025**[86](index=86&type=chunk) [Directors' and Chief Executive's Interests in Shares](index=38&type=section&id=董事及行政總裁之股份權益) As of June 30, 2025, Mr. Ma Ching Wai, Chairman and Chief Executive, held 57.2688% of the Company's total shares, primarily through corporate interests Directors' and Chief Executive's Holdings of Ordinary Shares as at June 30, 2025 | Director | Personal Interest (shares) | Corporate Interest (shares) | Total (shares) | Percentage (%) | | :--- | :--- | :--- | :--- | :--- | | Ma Ching Wai (Chairman and Chief Executive) | 4,608,354 | 160,136,485 | 164,744,839 | 57.2688% | | Ma Ching Hang | 46,256 | 8,732,013 | 8,778,269 | 3.0515% | | Ma Ching Kuen | 9,987 | – | 9,987 | 0.0035% | | Ma Ching Sau | 347,942 | – | 347,942 | 0.1210% | - Mr. Ma Ching Wai, as Chairman and Chief Executive, holds **57.2688%** of the Company's total shares, with the majority being corporate interests[87](index=87&type=chunk)[88](index=88&type=chunk) - All disclosed interests are long positions, and there were no agreements during the period enabling directors and the chief executive to acquire share benefits[87](index=87&type=chunk)[88](index=88&type=chunk) [Major Shareholders](index=40&type=section&id=主要股東) As of June 30, 2025, Kam Chan Company was the largest major shareholder, holding 48.3187% of the Company's shares, including beneficial owner and corporate interests Major Shareholders' Holdings of Ordinary Shares as at June 30, 2025 | Major Shareholder | Beneficial Owner (shares) | Corporate Interest (shares) | Total (shares) | Percentage (%) | | :--- | :--- | :--- | :--- | :--- | | Kam Chan Company | 113,848,758 | 25,149,490 | 138,998,248 | 48.3187% | | Wan Shuen Investment Limited | 21,138,237 | – | 21,138,237 | 7.3481% | | Kam Wan Investment Limited | 15,488,636 | – | 15,488,636 | 5.3842% | - **Kam Chan Company** is the Company's largest major shareholder, holding **48.3187%** of shares, including beneficial owner and corporate interests[89](index=89&type=chunk)[91](index=91&type=chunk) - **Wan Shuen Investment Limited** and **Kam Wan Investment Limited** are also major shareholders, holding **7.3481%** and **5.3842%** of shares respectively[89](index=89&type=chunk) [Repurchase, Sale or Redemption of the Company's Shares](index=40&type=section&id=購回、出售或贖回本公司之股份) During the period, the Company did not redeem, repurchase, or sell any of its shares - During the period, the Company did not redeem, repurchase, or sell any of its shares[90](index=90&type=chunk) [Corporate Governance](index=41&type=section&id=企業管治) The Company complied with the Corporate Governance Code, except for the combined roles of Chairman and Chief Executive, which the Board believes provides strong and consistent leadership - The Company complied with the Code Provisions of the Corporate Governance Code in Appendix C1 of the Listing Rules throughout the period, except for the roles of Chairman and Chief Executive being combined and held by Mr. Ma Ching Wai[92](index=92&type=chunk) - The Board believes that combining the roles of Chairman and Chief Executive provides strong and consistent leadership, benefiting strategic planning and implementation, with sufficient safeguards for the balance of power and authority[92](index=92&type=chunk) - All directors confirmed compliance with the Model Code set out in Appendix C3 of the Listing Rules during the period[92](index=92&type=chunk) [Independent Review](index=41&type=section&id=獨立審閱) The Company's Audit Committee reviewed the Group's principal accounting policies and interim financial information, with no disagreements, and the information was reviewed by PricewaterhouseCoopers in accordance with HKSA 2410 - The Company's Audit Committee has reviewed the Group's principal accounting policies and the condensed consolidated interim financial information for the six months ended June 30, 2025, with no disagreements[93](index=93&type=chunk) - The interim financial information is unaudited but has been reviewed by **PricewaterhouseCoopers** in accordance with Hong Kong Standard on Review Engagements **2410**[93](index=93&type=chunk)

股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 | 截至月份: | 2025年8月31日 | 狀態: 新提交 | | --- | --- | --- | | 致：香港交易及結算所有限公司 | | | | 公司名稱: | 大生地產發展有限公司 | | | 呈交日期: | 2025年9月1日 | | | I. 法定/註冊股本變動 不適用 | | | FF301 第 1 頁 共 10 頁 v 1.1.1 第 2 頁 共 10 頁 v 1.1.1 FF301 III.已發行股份及/或庫存股份變動詳情 (A). 股份期權（根據發行人的股份期權計劃） 不適用 第 3 頁 共 10 頁 v 1.1.1 (B). 承諾發行發行人股份的權證 不適用 FF301 II. 已發行股份及/或庫存股份變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | 於香港聯交所上市 (註1) | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 00089 | 說明 | | | | | | | | | 已發 ...

撇除该等投资物业公允值亏损的影响后，集团息税折旧及摊销前利润为7840万元，而集团基础亏损为 890万港元。基础亏损减少主要由于期内利率下降导致利息支出减少1600万港元，唯被来自美国业务的 溢利贡献下降所抵销。 格隆汇8月27日丨大生地产(00089.HK)公布中期业绩，2025年上半年，集团总收入减少2.3%至2.350亿港 元。集团的核心物业租赁业务维持稳定，由于来自美国业务的租赁收入减少，总租赁收入较去年同期下 跌3.6%。至于酒店及餐饮业务收入则较去年同期微升1.8%。集团录得综合亏损2.045亿港元，上年同期 亏损1.626亿港元，期内每股亏损为0.70港元，宣派中期股息每股普通股3港仙。 ...

Group 1 - The core viewpoint of the article is that 大生地产 (Dai Sheng Real Estate) reported a decline in revenue and an increase in shareholder losses for the first half of 2025 [1] - The company's revenue decreased by 2.3% year-on-year to HKD 235 million [1] - The net loss attributable to shareholders was approximately HKD 202 million, representing a year-on-year increase of 27.74% [1] Group 2 - The loss per share was reported at HKD 0.7 [1] - The company declared an interim dividend of HKD 0.03 per ordinary share [1]

Core Viewpoint - Dazheng Real Estate (00089) reported a 2.3% year-on-year decrease in revenue for the first half of 2025, amounting to HKD 235 million, alongside a significant increase in shareholder losses of 27.74% year-on-year, totaling approximately HKD 202 million [1] Financial Performance - Revenue decreased by 2.3% to HKD 235 million [1] - Shareholder losses increased by 27.74% year-on-year to approximately HKD 202 million [1] - Loss per share was reported at HKD 0.7 [1] Dividend Information - The company declared an interim dividend of HKD 0.03 per ordinary share [1]

EF001 免責聲明 | 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告的內容概不負責，對其準確性或完整性亦不發表任何聲明，並明確表示，概不對因 | | | --- | --- | | 公告全部或任何部份內容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 | | | 股票發行人現金股息公告 | | | 發行人名稱 | 大生地產發展有限公司 | | 股份代號 | 00089 | | 多櫃檯股份代號及貨幣 | 不適用 | | 相關股份代號及名稱 | 不適用 | | 公告標題 截至二零二五年六月三十日止六個月之中期股息 | | | 公告日期 | 2025年8月27日 | | 公告狀態 | 新公告 | | 股息信息 | | | 股息類型 | 中期（半年期） | | 股息性質 | 普通股息 | | 財政年末 | 2025年12月31日 | | 宣派股息的報告期末 | 2025年6月30日 | | 宣派股息 | 每 股 0.03 HKD | | 股東批准日期 | 不適用 | | 香港過戶登記處相關信息 | | | 派息金額及公司預設派發貨幣 | 每 股 0.03 HKD | | 匯率 | 1 HKD : ...

[Financial Summary](index=1&type=section&id=Financial%20Summary) The group experienced a slight revenue decrease, a significant increase in loss for the period due to fair value losses, but a notable reduction in underlying loss 2025 Interim Financial Summary | Indicator | June 30, 2025 (HKD Million) | June 30, 2024 (HKD Million) | Change | | :--- | :--- | :--- | :--- | | Revenue | 235.0 | 240.6 | -2.3% | | EBITDA excluding fair value loss on investment properties | 78.4 | 85.0 | -7.8% | | Loss for the period | 204.5 | 162.6 | +25.8% | | Fair value loss on investment properties (net of US deferred income tax) | 195.6 | 144.2 | +35.6% | | Underlying loss excluding fair value loss on investment properties and related impact | 8.9 | 18.4 | -51.6% | | Interim dividend per ordinary share | HKD 3 cents | HKD 4 cents | -25.0% | [Condensed Consolidated Financial Information](index=2&type=section&id=Condensed%20Consolidated%20Financial%20Information) This section presents the group's condensed consolidated financial statements, including the statements of profit or loss, comprehensive income, and financial position [Condensed Consolidated Statement of Profit or Loss](index=2&type=section&id=I.%20Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20for%20the%20Six%20Months%20Ended%20June%2030%2C%202025%20-%20Unaudited) For the six months ended June 30, 2025, the group's revenue slightly decreased, while operating loss and loss for the period significantly widened due to a substantial increase in fair value loss on investment properties, with net finance costs decreasing Key Data from Condensed Consolidated Statement of Profit or Loss (For the Six Months Ended June 30) | Indicator | 2025 (HKD Thousand) | 2024 (HKD Thousand) | Change | | :--- | :--- | :--- | :--- | | Revenue | 234,971 | 240,589 | -2.3% | | Gross profit | 150,742 | 139,090 | +8.4% | | Fair value loss on investment properties | (198,561) | (129,824) | +52.9% | | Operating loss | (143,259) | (69,247) | +106.9% | | Net finance costs | (60,025) | (75,719) | -20.7% | | Loss for the period | (204,531) | (162,567) | +25.8% | | Loss per share (basic and diluted) | HKD (0.70) | HKD (0.55) | +27.3% | [Condensed Consolidated Statement of Comprehensive Income](index=3&type=section&id=II.%20Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income%20for%20the%20Six%20Months%20Ended%20June%2030%2C%202025%20-%20Unaudited) Total comprehensive loss for the period widened compared to the prior year, primarily due to an increased loss for the period, partially offset by a narrower fair value change loss on financial assets in other comprehensive income Key Data from Condensed Consolidated Statement of Comprehensive Income (For the Six Months Ended June 30) | Indicator | 2025 (HKD Thousand) | 2024 (HKD Thousand) | Change | | :--- | :--- | :--- | :--- | | Loss for the period | (204,531) | (162,567) | +25.8% | | Fair value change of financial assets at fair value through other comprehensive income | (646) | (1,276) | -49.3% | | Total comprehensive income for the period | (205,177) | (163,852) | +25.2% | | Total comprehensive income attributable to owners of the Company | (202,394) | (158,896) | +27.4% | [Condensed Consolidated Statement of Financial Position](index=4&type=section&id=III.%20Condensed%20Consolidated%20Statement%20of%20Financial%20Position%20as%20at%20June%2030%2C%202025%20-%20Unaudited) As of June 30, 2025, the group's total assets and total equity both decreased, primarily due to a reduction in investment property value, while non-current liabilities significantly increased and current liabilities substantially decreased Key Data from Condensed Consolidated Statement of Financial Position (As at June 30) | Indicator | June 30, 2025 (HKD Thousand) | December 31, 2024 (HKD Thousand) | Change | | :--- | :--- | :--- | :--- | | Total assets | 11,335,048 | 11,533,101 | -1.7% | | Investment properties | 9,095,152 | 9,294,986 | -2.1% | | Cash and cash equivalents | 146,512 | 123,438 | +18.7% | | Total equity | 8,320,022 | 8,541,246 | -2.6% | | Non-current liabilities | 2,748,056 | 2,348,768 | +17.0% | | Current liabilities | 266,970 | 643,087 | -58.5% | | Total liabilities | 3,015,026 | 2,991,855 | +0.8% | [Notes to the Condensed Consolidated Financial Information](index=6&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Information) This section provides detailed notes on the basis of preparation, accounting policies, revenue, segment information, and other key financial items [Basis of Preparation and Accounting Policies](index=6&type=section&id=%28I%29%20Basis%20of%20Preparation%20and%20Accounting%20Policies) This interim financial information is prepared under the historical cost convention, in accordance with HKAS 34 "Interim Financial Reporting" and HKFRS, with accounting policies consistent with the 2024 annual report, except for a new amendment on "Lack of Exchangeability" which has no material impact - The condensed consolidated interim financial information is prepared on the historical cost basis, except for investment properties, financial assets at fair value through other comprehensive income, and derivative financial instruments, which are measured at fair value[8](index=8&type=chunk) - The accounting policies are consistent with those adopted in the 2024 annual report, with the adoption of HKAS 21 (Amendment) "Lack of Exchangeability" having no material impact on the group's results and financial position[8](index=8&type=chunk)[9](index=9&type=chunk) [Revenue and Segment Information](index=7&type=section&id=%28II%29%20Revenue%20and%20Segment%20Information) The group's revenue primarily stems from property leasing, property-related services, hotel operations, and catering, with operating segments divided geographically into Hong Kong and the US, where Hong Kong contributes the majority of revenue, but US property leasing revenue declined [Revenue Recognized During the Period](index=7&type=section&id=%28a%29%20Revenue%20Recognized%20During%20the%20Period) Total revenue for the period slightly decreased by 2.3%, primarily due to reduced investment property leasing income, partially offset by a slight increase in hotel and catering operations revenue Revenue Source Analysis (For the Six Months Ended June 30) | Revenue Source | 2025 (HKD Thousand) | 2024 (HKD Thousand) | Change | | :--- | :--- | :--- | :--- | | Property leasing—investment properties | 158,229 | 164,119 | -3.6% | | Property leasing—properties for sale | 13,257 | 13,791 | -3.8% | | Property related services | 14,653 | 14,710 | -0.4% | | Hotel operations | 39,799 | 39,587 | +0.5% | | Catering operations | 9,033 | 8,382 | +7.8% | | **Total revenue** | **234,971** | **240,589** | **-2.3%** | [Operating Segment Analysis](index=7&type=section&id=Operating%20Segment%20Analysis) Hong Kong segment revenue remained stable, but US segment property leasing revenue significantly declined, with Hong Kong's underlying loss narrowing while the US segment shifted from profit to loss, and fair value loss on investment properties primarily originated from Hong Kong - The chief operating decision maker segments the business into two operating segments, Hong Kong and the US, based on geographical location[14](index=14&type=chunk) - There are no sales between operating segments[13](index=13&type=chunk) Segment Revenue (For the Six Months Ended June 30) | Segment | 2025 (HKD Thousand) | 2024 (HKD Thousand) | Change | | :--- | :--- | :--- | :--- | | Hong Kong total revenue | 210,026 | 209,746 | +0.1% | | US total revenue | 24,945 | 30,843 | -19.2% | | **Total** | **234,971** | **240,589** | **-2.3%** | Segment Results - Underlying Loss (For the Six Months Ended June 30) | Segment Results | 2025 (HKD Thousand) | 2024 (HKD Thousand) | Change | | :--- | :--- | :--- | :--- | | Hong Kong loss for the period | (191,889) | (201,679) | -4.9% | | US loss/(profit) for the period | (12,642) | 39,112 | Shift to loss | | **Total** | **(204,531)** | **(162,567)** | **+25.8%** | Segment Assets (As at June 30) | Segment Assets | 2025 (HKD Thousand) | December 31, 2024 (HKD Thousand) | Change | | :--- | :--- | :--- | :--- | | Hong Kong segment assets | 10,860,914 | 11,041,562 | -1.6% | | US segment assets | 474,134 | 491,539 | -3.5% | | **Total** | **11,335,048** | **11,533,101** | **-1.7%** | [Cost of Sales and Administrative Expenses](index=10&type=section&id=%28III%29%20Cost%20of%20Sales%20and%20Administrative%20Expenses) Total cost of sales and administrative expenses decreased compared to the prior period, primarily due to reduced investment property-related expenses, partially offset by a slight increase in hotel and catering operating expenses Total Cost of Sales and Administrative Expenses (For the Six Months Ended June 30) | Indicator | 2025 (HKD Thousand) | 2024 (HKD Thousand) | Change | | :--- | :--- | :--- | :--- | | Total cost of sales and administrative expenses | 176,312 | 181,059 | -2.6% | | Investment property related expenses | 29,936 | 34,045 | -12.1% | | Hotel and catering operations related expenses | 36,145 | 35,098 | +3.0% | [Other (Losses)/Gains, Net](index=10&type=section&id=%28IV%29%20Other%20%28Losses%29%2FGains%2C%20Net) Net other losses for the period amounted to HKD 3,357 thousand, primarily due to realized and unrealized losses on derivative financial instruments, contrasting with a gain recorded in the prior period Other (Losses)/Gains, Net (For the Six Months Ended June 30) | Indicator | 2025 (HKD Thousand) | 2024 (HKD Thousand) | Change | | :--- | :--- | :--- | :--- | | Dividend income | 652 | 670 | -2.7% | | Net realized and unrealized losses on derivative financial instruments | (3,973) | - | Shift to loss | | Net (loss)/gain on disposal of property, plant and equipment | (36) | 377 | Shift to loss | | **Total** | **(3,357)** | **1,047** | **Shift to loss** | [Finance Income and Costs](index=11&type=section&id=%28V%29%20Finance%20Income%20and%20Costs) Net finance costs significantly decreased, primarily benefiting from a substantial reduction in interest expenses on bank loans Finance Income and Costs (For the Six Months Ended June 30) | Indicator | 2025 (HKD Thousand) | 2024 (HKD Thousand) | Change | | :--- | :--- | :--- | :--- | | Interest income from bank deposits | 1,118 | 1,395 | -19.8% | | Interest expense on bank loans | (61,143) | (77,114) | -20.7% | | **Net finance costs** | **(60,025)** | **(75,719)** | **-20.7%** | [Income Tax Expense](index=11&type=section&id=%28VI%29%20Income%20Tax%20Expense) Income tax expense for the period significantly decreased, primarily due to a shift from deferred income tax liability to income in the US, offsetting the increase in Hong Kong profits tax Income Tax Expense (For the Six Months Ended June 30) | Indicator | 2025 (HKD Thousand) | 2024 (HKD Thousand) | Change | | :--- | :--- | :--- | :--- | | Current income tax—Hong Kong profits tax | (2,894) | (1,541) | +87.8% | | Current income tax—US tax | (18) | (13) | +38.5% | | Deferred income tax—Hong Kong | (1,248) | (1,698) | -26.5% | | Deferred income tax—US | 2,913 | (14,349) | Shift to income | | **Income tax expense for the period** | **(1,247)** | **(17,601)** | **-92.9%** | - The Hong Kong profits tax rate is **16.5%**, and overseas subsidiaries had no estimated assessable profits for the period, except for minimum US state tax[22](index=22&type=chunk) [Loss Per Share](index=12&type=section&id=%28VII%29%20Loss%20Per%20Share) Both basic and diluted loss per share for the period were HKD 0.70, widening from the prior period, reflecting the increased loss for the period Loss Per Share (For the Six Months Ended June 30) | Indicator | 2025 (HKD) | 2024 (HKD) | Change | | :--- | :--- | :--- | :--- | | Basic and diluted loss per share | (0.70) | (0.55) | +27.3% | - Diluted loss per share is equal to basic loss per share as there are no potential dilutive ordinary shares[25](index=25&type=chunk) [Dividends](index=12&type=section&id=%28VIII%29%20Dividends) The Board has declared an interim dividend of HKD 3 cents per ordinary share, a decrease from the prior period Interim Dividends Declared (For the Six Months Ended June 30) | Indicator | 2025 (HKD Thousand) | 2024 (HKD Thousand) | Change | | :--- | :--- | :--- | :--- | | Interim dividend per ordinary share | HKD 3 cents | HKD 4 cents | -25.0% | | Total dividends declared | 8,630 | 11,507 | -25.0% | [Trade and Other Receivables](index=12&type=section&id=%28IX%29%20Trade%20and%20Other%20Receivables) As of June 30, 2025, net trade receivables increased, primarily comprising rent and management fee receivables, with most due within 30 days Ageing Analysis of Net Trade Receivables (As at June 30) | Ageing | 2025 (HKD Thousand) | December 31, 2024 (HKD Thousand) | Change | | :--- | :--- | :--- | :--- | | 0 to 30 days | 2,071 | 1,450 | +42.8% | | 31 to 60 days | 215 | 367 | -41.4% | | 61 to 90 days | 257 | - | New | | Over 90 days | 173 | - | New | | **Total** | **2,716** | **1,817** | **+49.5%** | - Trade receivables primarily consist of rent and management fees, with no credit period for lease receivables and a 30-day credit period for management fee receivables[28](index=28&type=chunk) [Trade and Other Payables](index=13&type=section&id=%28X%29%20Trade%20and%20Other%20Payables) As of June 30, 2025, trade payables decreased, with the majority due within 30 days Ageing Analysis of Trade Payables (As at June 30) | Ageing | 2025 (HKD Thousand) | December 31, 2024 (HKD Thousand) | Change | | :--- | :--- | :--- | :--- | | 0 to 30 days | 6,327 | 8,362 | -24.3% | | 31 to 60 days | 403 | 179 | +125.1% | | 61 to 90 days | 349 | 15 | +2226.7% | | Over 90 days | - | 16 | Zeroed out | | **Total** | **7,079** | **8,572** | **-17.4%** | [Management Discussion and Analysis](index=14&type=section&id=Management%20Discussion%20and%20Analysis) This section provides management's review of the group's performance, financial position, and future outlook, including operational highlights and financial resources [Performance Review](index=14&type=section&id=Performance) The group's interim total revenue slightly decreased, with core property leasing stable but US leasing revenue down, while hotel and catering revenue slightly rose, and comprehensive loss widened due to increased fair value loss on investment properties, though underlying loss narrowed due to reduced interest expenses - Total revenue decreased by **2.3%** to **HKD 235.0 million**, with core property leasing business remaining stable, but US operations leasing revenue declined by **3.6%**, while hotel and catering operations revenue slightly increased by **1.8%**[30](index=30&type=chunk) - Comprehensive loss expanded to **HKD 204.5 million**, with loss per share at **HKD 0.70**, primarily due to an increase in fair value loss on investment properties (net of US deferred income tax) to **HKD 195.6 million**[30](index=30&type=chunk) - Excluding fair value losses, EBITDA was **HKD 78.4 million**, and underlying loss narrowed to **HKD 8.9 million**, mainly benefiting from a **HKD 16.0 million** reduction in interest expenses, though offset by decreased profit contribution from US operations[31](index=31&type=chunk) - Investment property valuation decreased by **2.1%** to **HKD 9,095.2 million**, and total equity decreased to **HKD 8,320.0 million**[31](index=31&type=chunk) [Dividend Policy](index=14&type=section&id=Dividends) The Board has declared an interim dividend of HKD 3 cents per ordinary share, a decrease from the prior period - The Board declared an interim dividend of **HKD 3 cents** per ordinary share (2024: HKD 4 cents)[32](index=32&type=chunk) [Outlook](index=14&type=section&id=Outlook) The global economic and political environment remains uncertain, but a clearer picture is expected after US tariff policy meetings; Hong Kong benefits from interest rate cuts and talent attraction schemes, boosting residential leasing demand and positively impacting the property market, with an anticipated economic recovery, stable GDP, and favorable outlook for mainland China, while low and stable interest rates will benefit the group's performance - The global economic and political environment remains highly unpredictable, with a clearer picture expected after the US tariff policy meeting[33](index=33&type=chunk) - Hong Kong benefits from recent significant interest rate cuts and government talent attraction schemes, leading to a surge in residential leasing demand and positively impacting property market absorption and stability[33](index=33&type=chunk) - Hong Kong's economy is expected to recover, with GDP remaining stable, and mainland China's GDP outlook is more favorable compared to other parts of the world[34](index=34&type=chunk) - The group holds a more positive view on the outlook for the remainder of the year, with low and stable interest rates expected to benefit performance, and will continue to pursue a prudent policy[34](index=34&type=chunk) [Business Review](index=16&type=section&id=Business%20Review) The group's business review indicates a rebound in Hong Kong residential property leasing income, offset by declines in industrial and commercial property leasing, while hotel occupancy rates rose but average daily room rates fell, and the US office leasing market remained weak with decreasing rents and occupancy [Hong Kong Operations](index=16&type=section&id=Hong%20Kong%20Operations) Hong Kong gross rental income slightly decreased, with residential property leasing income rebounding but offset by declines in industrial and commercial property leasing, while hotel room and catering revenue increased, and hotel occupancy rates rose despite a decrease in average daily room rates - Hong Kong gross rental income slightly decreased by **0.4%** to **HKD 146.5 million**, with residential property leasing income rebounding, but industrial and commercial property leasing income declined[36](index=36&type=chunk) - Hotel room and catering revenue increased by **1.8%** to **HKD 48.8 million**; the average occupancy rates for The Jervois and The Figo increased to **83.1%** and **93.5%** respectively[36](index=36&type=chunk) - The average daily room rates for The Jervois and The Figo decreased to **HKD 1,067** and **HKD 1,250** respectively[36](index=36&type=chunk) - The increase in occupancy rates for both hotels was primarily due to an increase in mainland visitors attending sports and concert events in Hong Kong[36](index=36&type=chunk) [US Operations](index=16&type=section&id=US%20Operations) Gross rental income for Montgomery Plaza in the US significantly decreased by 19.2%, with office occupancy rates falling, reflecting a persistent downward trend in San Francisco's financial district rents and occupancy that is unlikely to reverse in the short term - Gross rental income for Montgomery Plaza in the US decreased by **19.2%** to **HKD 24.9 million**[37](index=37&type=chunk) - Montgomery Plaza's office occupancy rate decreased from **65%** to **45%**[37](index=37&type=chunk) - Rents and occupancy rates in San Francisco's financial district continue to decline, a trend unlikely to reverse in the short term[37](index=37&type=chunk) [Liquidity and Financial Resources](index=16&type=section&id=Liquidity%20and%20Financial%20Resources) The group's total bank borrowings slightly increased, and total equity decreased, leading to a rise in the net gearing ratio; the group closely monitors cash flow and funding needs, possessing sufficient committed bank facilities, thus maintaining a sound financial position Key Data on Liquidity and Financial Resources (As at June 30) | Indicator | 2025 (HKD Million) | December 31, 2024 (HKD Million) | Change | | :--- | :--- | :--- | :--- | | Total bank borrowings | 2,658.3 | 2,629.7 | +1.1% | | Outstanding long-term bank loans | 2,603.6 | 2,479.7 | +5.0% | | Total equity | 8,320.0 | 8,541.2 | -2.6% | | Net gearing ratio (total liabilities to equity ratio) | 32.0% | 30.8% | +1.2 percentage points | - The group closely reviews and monitors its cash flow position and funding requirements to ensure sound financial flexibility and liquidity[38](index=38&type=chunk) - The group has sufficient committed bank facilities to meet current and future business needs, maintaining a sound financial position[38](index=38&type=chunk) [Capital Expenditure](index=16&type=section&id=Capital%20Expenditure) Capital expenditure for the period significantly decreased, but capital commitments increased, primarily for additions to property, plant and equipment, property improvements, and construction works, expected to be funded by future operating income, bank borrowings, and other financing avenues Capital Expenditure and Commitments (As at June 30) | Indicator | 2025 (HKD Million) | 2024 (HKD Million) | Change | | :--- | :--- | :--- | :--- | | Capital expenditure during the period | 1.3 | 10.6 | -87.7% | | Capital commitments | 15.0 | 13.6 | +10.3% | - Capital expenditure and commitments primarily relate to additions to property, plant and equipment, property improvements, and construction works[39](index=39&type=chunk) - These commitments are expected to be funded by future operating income, bank borrowings, and other applicable financing avenues[39](index=39&type=chunk) - There were no significant changes in the group's capital structure[40](index=40&type=chunk) [Financial Policies and Objectives](index=17&type=section&id=Financial%20Policies%20and%20Objectives) The group's financial policies aim to enhance financial operations management and reduce borrowing costs, maintain adequate cash levels, and consider diverse funding sources to ensure cost-effectiveness and efficiency of financial resources - Financial policies aim to strengthen the management of financial operations and reduce borrowing costs[41](index=41&type=chunk) - Maintain adequate levels of cash and cash equivalents to meet short-term funding needs[41](index=41&type=chunk) - Consider various funding sources to utilize financial resources in the most cost-effective and efficient manner[41](index=41&type=chunk) [Foreign Currency Exchange Risk](index=17&type=section&id=Foreign%20Currency%20Exchange%20Risk) The group's loans and cash are primarily denominated in HKD and USD and repaid in their respective currencies, thus posing no significant foreign exchange fluctuation risk, with no foreign currency hedging activities undertaken during the period - The group's loans and cash are primarily denominated in HKD and USD, with principal and interest repaid in their respective loan currencies, thus posing no significant foreign exchange fluctuation risk[42](index=42&type=chunk) - As of June 30, 2025, the group had no foreign currency hedging activities[43](index=43&type=chunk) [Pledged Bank Borrowings and Assets](index=17&type=section&id=Pledged%20Bank%20Borrowings%20and%20Assets) The group's total bank borrowings amount to HKD 2,658.3 million, secured by certain investment properties, land and buildings, and their rental income, and the group has entered into fixed interest rate swap contracts to stabilize funding costs - Total pledged bank borrowings amounted to **HKD 2,658.3 million**, secured by investment properties and land and buildings with a total carrying amount of **HKD 7,686.2 million**, along with their rental income[44](index=44&type=chunk) - Interest on bank borrowings is calculated at floating rates (spread plus HIBOR or SOFR)[44](index=44&type=chunk) - A fixed interest rate swap contract with a notional principal value of **HKD 200 million** and a fixed interest rate of **3.06%** was entered into in April 2025 to stabilize funding costs[44](index=44&type=chunk) Maturity Profile of Long-Term Bank Loans (As at June 30) | Maturity Period | 2025 (HKD Thousand) | December 31, 2024 (HKD Thousand) | | :--- | :--- | :--- | | Within one year | 87,077 | 360,540 | | In the second year | 1,853,478 | 1,834,951 | | In the third to fifth years | 663,085 | 284,253 | | **Total** | **2,603,640** | **2,479,744** | [Contingent Liabilities](index=18&type=section&id=Contingent%20Liabilities) As of June 30, 2025, the group had no significant contingent liabilities or guarantees - As of June 30, 2025, the group had no significant contingent liabilities or guarantees[46](index=46&type=chunk) [Employees and Remuneration Policy](index=18&type=section&id=Employees%20and%20Remuneration%20Policy) As of June 30, 2025, the group employed 265 full-time employees, offering competitive remuneration and benefits, with directors' remuneration recommended by the Remuneration Committee, and the company has not adopted any share option scheme - As of June 30, 2025, the group employed a total of **265** full-time employees (2024: 257 employees)[48](index=48&type=chunk) - Employees enjoy competitive remuneration levels, with benefits including discretionary bonuses, insurance, medical schemes, and a Mandatory Provident Fund Scheme[48](index=48&type=chunk) - Directors' remuneration is recommended by the Remuneration Committee based on operating results, individual duties and performance, and market data[48](index=48&type=chunk) - The Company has not adopted any share option scheme[49](index=49&type=chunk) [Material Investments and Future Plans](index=18&type=section&id=Material%20Investments%20and%20Future%20Plans) There were no material investments, acquisitions, or disposals of subsidiaries, associates, or joint ventures during the period, and the group will continue to enhance and modernize its real estate portfolio while closely monitoring economic developments to review business plans - For the six months ended June 30, 2025, there were no material investments held, nor any material acquisitions or disposals of subsidiaries, associates, and joint ventures[50](index=50&type=chunk) - The group will continue its efforts to enhance and modernize its real estate portfolio[51](index=51&type=chunk) - The group will closely monitor economic developments and regularly review business plans for material investments and capital assets[51](index=51&type=chunk) [Share-Related Matters](index=18&type=section&id=Share-Related%20Matters) This section covers the declaration of interim dividends, record date arrangements, and the absence of share repurchases, sales, or redemptions during the period [Interim Dividend and Record Date](index=18&type=section&id=Interim%20Dividend%20and%20Record%20Date) The Board resolved to declare an interim dividend of HKD 3 cents per ordinary share, payable on September 29, 2025, to shareholders registered on the share register as of September 12, 2025 - The Board resolved to declare an interim dividend of **HKD 3 cents** per ordinary share (2024: HKD 4 cents)[52](index=52&type=chunk) - The dividend will be paid on September 29, 2025, to shareholders registered on the Company's share register at the close of business on September 12, 2025[52](index=52&type=chunk) [Repurchase, Sale or Redemption of the Company's Shares](index=19&type=section&id=Repurchase%2C%20Sale%20or%20Redemption%20of%20the%20Company%27s%20Shares) During the period, neither the Company nor any of its subsidiaries repurchased, sold, or redeemed any of the Company's shares - During the period, the Company did not redeem any of its shares[53](index=53&type=chunk) - Neither the Company nor any of its subsidiaries repurchased or sold any of the Company's shares during the period[53](index=53&type=chunk) [Corporate Governance](index=19&type=section&id=Corporate%20Governance) The Company complies with the Listing Rules' Corporate Governance Code, though the Chairman and Chief Executive roles are combined, which the Board believes facilitates effective strategic planning and implementation, with power and authority balance assured, and all directors confirm compliance with the standard code for securities transactions by directors - The Company complies with the Corporate Governance Code set out in Appendix C1 to the Listing Rules, except for the combined roles of Chairman and Chief Executive[54](index=54&type=chunk) - The Board believes that combining the roles of Chairman and Chief Executive provides strong and consistent leadership, facilitating strategic planning and implementation, with an adequate balance of power and authority assured[54](index=54&type=chunk) - All directors confirm compliance with the Standard Code for Securities Transactions by Directors of Listed Issuers, as set out in Appendix C3 to the Listing Rules, during the period[54](index=54&type=chunk) [Independent Review](index=19&type=section&id=Independent%20Review) The Audit Committee has reviewed this interim financial information, which was also reviewed by PricewaterhouseCoopers in accordance with Hong Kong Standard on Review Engagements 2410, with no disagreements - The Audit Committee has reviewed the group's principal accounting policies and the condensed consolidated interim financial information, with no disagreements[55](index=55&type=chunk) - The condensed consolidated interim financial information is unaudited but has been reviewed by PricewaterhouseCoopers in accordance with Hong Kong Standard on Review Engagements 2410[55](index=55&type=chunk) [Publication of Interim Report](index=20&type=section&id=Interim%20Report) The 2025 Interim Report, containing all information required by the Listing Rules, will be dispatched to shareholders in due course and published on the HKEX website and the Company's website - The 2025 Interim Report, containing all information required by the Listing Rules, will be dispatched to the Company's shareholders in due course[56](index=56&type=chunk) - The Interim Report will be published on the HKEX website and the Company's website at www.tsld.com[56](index=56&type=chunk) [Board Composition](index=20&type=section&id=By%20Order%20of%20the%20Board) As of the date of this announcement, the Board comprises ten directors, including five executive directors, one non-executive director, and four independent non-executive directors - The Board comprises ten directors, including five executive directors (Mr. Ma Ching Wai, Mr. Ma Ching Hang, Mr. Ma Ching Yeung, Mr. Ma Ching Kuen, and Ms. Ma Ching Sau), one non-executive director (Mr. Cheung Wing Yui), and four independent non-executive directors (Mr. Chow Kwok Hoon, Mr. Yiu Kai Chung, Mr. Chan Lung Ching, and Mr. Ho Chi Keung)[57](index=57&type=chunk)