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7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: | 凱聯國際酒店有限公司 | | | 呈交日期: | 2025年8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 FF301 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) | 00105 | 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 | | | 36 ...

Core Viewpoint - Kailong International Hotel (00105.HK) announced the resignation of Wu Xiufang as company secretary, effective from August 1, 2025, and appointed Wu Xiwei as the new company secretary, also effective from August 1, 2025 [1] Summary by Relevant Sections - Resignation Announcement - Wu Xiufang has resigned from the position of company secretary [1] - The resignation will take effect on August 1, 2025 [1] - Appointment of New Secretary - Wu Xiwei has been appointed as the new company secretary [1] - The appointment will also take effect on August 1, 2025 [1]

吳秀芳女士已確認，彼與董事會並無意見分歧，亦沒有關於其辭任的事宜須敦請本公司股東及香港聯合交易 所有限公司垂注。 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，概不對因本公告全部或任何部分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。 （於香港註冊成立的有限公司） （股份代號：105） 更換公司秘書 凱聯國際酒店有限公司（「本公司」）董事會（「董事會」）謹此宣佈，吳秀芳女士已辭任本公司公司秘書 （「公司秘書」）一職，並自二零二五年八月一日起生效。 董事會另宣佈，伍秀薇女士（「伍女士」）已獲委任為公司秘書，並自二零二五年八月一日起生效。 董事會謹此向吳秀芳女士於任內對本公司的貢獻致以衷心謝意，並歡迎伍女士履新。 承董事會命 凱聯國際酒店有限公司 主席 鍾琼林 香港，二零二五年七月三十一日 於本公告之日，鍾琼林先生、鍾炯輝先生、鍾燊南先生、鍾聰玲女士、鍾仲涵先生和鍾振風先生均為執行董事；周雲海 先生、黃耀德先生和李松先生則為獨立非執行董事。 伍女士為達盟香港有限公司上市公司服務部之董事兼主管，負責向上市公司客戶提供公司秘書及合規 ...

Stock Code 股份代號：105 2024-2025 Annual Report 年 報 The translation into Chinese language of this annual report is for reference only. In case of any inconsistency, the English version shall prevail. 本年報之中文譯本只供參考，如中英文本有任何差異，一概以英文本為準。 Contents 目錄 | 2 | Corporate Information | 公司資料 | | --- | --- | --- | | 3 | Chairman's Statement | 主席報告 | | 4 | Properties | 物業概覽 | | 5 | Corporate Governance Report | 企業管治報告 | | 40 | Corporate Social Responsibility Report | 企業社會責任報告 | | 68 | Directors' Report | 董事會報告 | | 85 | Biogr ...

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 本 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。 綜合損益及其他全面收入表 | 截至三月三十一日止年度 | 附 | 註 | 二零二五年 | 二零二四年 | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 千 | 千 | 元 | 元 | | | | | | | | 3 | 299,008 | 292,143 | 收 | 入 | (94,478) | (94,299) | 服務成本 | | | | 204,530 | 197,844 | 毛 | 利 | 5(a) | 20,515 | 23,772 | 其他收入 | | | | 5(b) | (1) | (2) | 其他虧損淨額 ...

Financial Performance - For the six months ended September 30, 2024, the company reported a loss attributable to equity shareholders of HKD (490,874) thousand, compared to a profit of HKD 457,088 thousand in the same period last year[3]. - Basic and diluted loss per share for the period was HKD (1.36), compared to earnings of HKD 1.27 per share in the previous year[3]. - Total revenue for the period was HKD 151,747 thousand, a slight increase of 3.5% from HKD 147,109 thousand in the prior year[4]. - Gross profit for the period was HKD 103,318 thousand, up from HKD 99,579 thousand, reflecting a gross margin improvement[4]. - The company reported a net operating loss of HKD (472,005) thousand after investment property valuation losses, compared to a profit of HKD 475,382 thousand in the previous year[4]. - The group reported rental income of approximately HKD 18,182,000 for the six months ended September 30, 2024, compared to HKD 19,416,000 in the same period of 2023, representing a decrease of about 6.35%[22]. - Other income for the period was HKD 11,438,000, slightly up from HKD 11,209,000 in the previous year, indicating a growth of approximately 2.04%[26]. - The group recorded a pre-tax loss of HKD 490,874,000 for the six months ended September 30, 2024, compared to a profit of HKD 457,088,000 in the same period of 2023[37]. Cash Flow and Assets - Cash generated from operating activities was HKD 81,860 thousand, down from HKD 104,726 thousand in the same period last year[12]. - The company’s total assets decreased to HKD 7,602,365 thousand from HKD 8,179,117 thousand as of March 31, 2024[6]. - Cash and cash equivalents increased to HKD 591,115 thousand from HKD 506,522 thousand at the beginning of the period[12]. - As of September 30, 2024, the total equity of the group was HKD 7,275,400,000, compared to HKD 7,856,300,000 as of March 31, 2024[47]. - The group has drawn down bank loans totaling HKD 200,000,000 as of September 30, 2024, unchanged from March 31, 2024[47]. - The capital debt ratio, calculated as total bank loans divided by total equity, was 2.7% as of September 30, 2024, compared to 2.5% as of March 31, 2024[47]. Dividends and Remuneration - The company declared dividends of HKD (90,000) thousand for the previous fiscal year, impacting retained earnings[8]. - The interim dividend declared was HKD 0.16 per share, consistent with the previous year, totaling HKD 57,600,000[34]. - The total remuneration for Zhong Qionglin decreased by 44,000 HKD to 1,141,000 HKD, with 958,000 HKD paid under his service contract[62]. - Zhong Shennan's remuneration increased by 325,000 HKD to 1,269,000 HKD, with 807,000 HKD paid under his service contract[62]. - The company’s policy on remuneration payments has not changed despite the variations in director remuneration[62]. Investment Properties - The company is focusing on expanding its investment properties, with a valuation loss of HKD (568,786) thousand reported for the period[4]. - The investment property valuation loss for the same period was HKD 568,800,000, compared to a valuation gain of HKD 382,400,000 in the previous year[47]. - Rental income from the International Plaza for the six months ending September 30, 2024, was approximately HKD 150,500,000, an increase of about 3.2% year-on-year[47]. - The occupancy rate of the International Plaza as of September 30, 2024, was approximately 77.0%, down from 80.0% a year earlier[47]. Compliance and Governance - The group did not adopt any new accounting standards that would significantly impact the financial reporting for the current period[20]. - The group’s financial report is prepared in accordance with the Hong Kong Financial Reporting Standards, ensuring compliance with local regulations[1]. - The company has complied with all applicable code provisions of the Corporate Governance Code for the six months ending September 30, 2024, except for certain disclosures[65]. - The board believes that the risk of legal action against directors is low and that the benefits of insurance do not outweigh the costs[65]. - The company has not established an internal audit function, but the board will review the necessity of this function annually[67]. - The board has determined that the current risk management and internal control systems are sufficient without the need for an internal audit function[68]. - The company has implemented a whistleblowing policy and defined employee roles and responsibilities to support its corporate culture[67]. - The board includes independent non-executive directors to ensure a balance of power and oversight[65]. Staff and Operations - The group employed 36 staff members as of September 30, 2024, with related expenses of approximately HKD 13,100,000 for the period[49]. - Management anticipates stable rental income and operating performance for the second half of the year despite challenges in the retail and dining sectors[50].

Financial Performance - For the six months ended September 30, 2024, the company reported revenue of HKD 3,151,747,000, a significant increase from HKD 147,109,000 in the same period last year[2] - Gross profit for the period was HKD 103,318,000, compared to HKD 99,579,000 in the previous year, reflecting a growth of approximately 3.5%[3] - The operating loss after the valuation changes of investment properties was HKD 472,005,000, a decrease from an operating profit of HKD 475,382,000 in the prior year[5] - The loss attributable to equity shareholders for the period was HKD 490,874,000, compared to a profit of HKD 457,088,000 in the same period last year[7] - Basic and diluted loss per share was HKD 1.36, down from earnings of HKD 1.27 per share in the previous year[8] - For the six months ended September 30, 2024, the group's operating profit before valuation changes was HKD 96.8 million, an increase of approximately 4.1% compared to the same period last year[35] - The group recorded a valuation loss of HKD 568.8 million for the six months ended September 30, 2024, compared to a valuation gain of HKD 382.4 million in the same period last year[35] - Interest income for the six months ended September 30, 2024, was HKD 10.459 million, slightly down from HKD 10.515 million in the previous year[22] - The current tax expense for the six months ended September 30, 2024, was HKD 9.251 million, an increase from HKD 8.817 million in the previous year[25] - The group’s total other income for the six months ended September 30, 2024, was HKD 11.438 million, compared to HKD 11.209 million in the previous year[22] Assets and Liabilities - The total assets less current liabilities amounted to HKD 7,602,365,000, a decrease from HKD 8,179,117,000 as of March 31, 2024[10] - The company reported a net asset value of HKD 7,275,431,000, down from HKD 7,856,305,000 in the previous reporting period[10] - The total accounts receivable (net of impairment) as of September 30, 2024, was HKD 107.194 million, compared to HKD 103.896 million as of March 31, 2024[30] - The total amount of overdue accounts receivable as of September 30, 2024, was HKD 4.897 million, down from HKD 14.868 million as of March 31, 2024[30] - As of September 30, 2024, the total equity of the group was HKD 7,275,400,000, compared to HKD 7,856,300,000 as of March 31, 2024[36] - The group utilized bank credit facilities amounting to HKD 200,000,000 as of September 30, 2024, unchanged from March 31, 2024, with a capital debt ratio of 2.7%[37] Customer and Revenue Insights - The company has a diversified customer base, with one customer contributing approximately HKD 18,182,000, which accounted for over 10% of total revenue during the period[19] - As of September 30, 2024, the rental income of the International Plaza reached approximately HKD 150,500,000, an increase of about 3.2% compared to the same period last year[36] - The occupancy rate of the International Plaza as of September 30, 2024, was approximately 77.0%, down from 80.0% on September 30, 2023[36] Employee and Management Information - The number of employees as of September 30, 2024, was 36, an increase from 35 employees on September 30, 2023, with related expenses approximately HKD 13,100,000[39] - The management anticipates that rental income and operational performance for the second half of the year will remain stable despite challenges in the retail and dining sectors[40] - The board believes that establishing and maintaining internal audit functions is not cost-effective under current circumstances, but will review the necessity of such functions annually[46] - The company has not disclosed the remuneration details of senior management by salary band in the annual report, as it believes such disclosure could lead to inappropriate comparisons among employees and provide sensitive information to competitors[47] Compliance and Reporting - All directors confirmed compliance with the standard code for securities trading as of September 30, 2024, within the past six months[49] - The interim report for the six months ending September 30, 2024, will be sent to members and published on the company's website and the Hong Kong Stock Exchange website[50]

（股 份 代 號：105） | --- | --- | --- | --- | |-----------------------------------------------------------------------|-------------|---------------------------------------------|----------------------------| | | 附 註 | 截至三月三十一日止年度 二零二四年 千 元 | 二零二三年 千 元 | | 收 入 服務成本 | 3 | 292,143 (94,299) | 299,283 (85,353) | | 毛 利 其他收入 其 他（虧 損）╱收 益 淨 額 行政費用 | 5(a) 5(b) | 197,844 23,772 (2) (38,946) | 213,930 13,411 24 (39,007) | | 投資物業估值變動前的經營溢利 投 資 物 業 估 值 盈 利╱（虧 損）淨 額 | | 182,668 230,783 | 188,358 (1,738,427) | | 投 資 物 業 估 值 變 ...

Financial Performance - For the six months ended September 30, 2023, the company reported revenue of HKD 147,109,000, a decrease of 4.3% compared to HKD 153,351,000 for the same period in 2022[13] - The gross profit for the same period was HKD 99,579,000, down from HKD 110,146,000, reflecting a decline in gross margin[13] - The company recorded a net profit attributable to equity shareholders of HKD 457,088,000, compared to a loss of HKD 1,123,516,000 in the previous year[13] - The basic and diluted earnings per share for the period were HKD 1.27, a significant improvement from a loss of HKD 3.12 per share in the prior year[13] - For the half-year period ending September 30, 2023, the group's operating profit before investment property valuation changes was HKD 93,000,000, a decrease of approximately 3.1% compared to the same period last year[21] - The net profit attributable to equity shareholders for the same period was HKD 457,100,000, recovering from a loss of HKD 1,123,500,000 in the previous year[21] Assets and Equity - The total assets as of September 30, 2023, amounted to HKD 8,312,940,000, an increase from HKD 7,934,538,000 as of March 31, 2023[6] - As of September 30, 2023, the total equity attributable to shareholders was HKD 7,994,200,000, an increase from HKD 7,619,900,000 on March 31, 2023[21] - Cash and cash equivalents increased to HKD 557,929,000 as of September 30, 2023, compared to HKD 452,423,000 at the beginning of the period[15] Dividends and Income - The company declared an interim dividend of HKD 0.16 per share, up from HKD 0.11 per share in the previous year, to be paid on January 5, 2024[20] - The interim dividend declared after the mid-term period is HKD 0.16 per share, an increase of 45% from HKD 0.11 per share in 2022, totaling HKD 57,600,000[81] - Rental income from the International Plaza for the half-year period was approximately HKD 145,900,000, down about 4.1% year-on-year, with an occupancy rate of 80.0% as of September 30, 2023, compared to 77.3% a year earlier[21] - The company reported rental income of approximately HKD 19,416,000 for the period, compared to HKD 19,141,000 in the previous year, indicating a growth of 1.4%[69] - Other income for the period totaled HKD 11,209,000, a significant increase from HKD 3,654,000 in the previous year, reflecting a growth of 206%[72] Cash Flow and Financing - Operating cash flow for the period was HKD 104,726,000, compared to HKD 76,604,000 in the prior year, indicating improved cash generation[15] - The group has utilized bank credit facilities amounting to HKD 200,000,000 as of September 30, 2023, maintaining a capital debt ratio of 2.5%[21] - The company has secured bank financing totaling HKD 300,000,000, with outstanding loans of HKD 200,000,000 as of September 30, 2023[89] - Financing costs increased to HKD 5,363,000 from HKD 1,787,000, representing a rise of 200%[75] Employee and Management Information - The number of employees as of September 30, 2023, was 35, with related expenses of approximately HKD 12,500,000, down from 37 employees and HKD 13,600,000 in the previous year[23] - The remuneration for Mr. Zhong Qionglin was HKD 1,185,000, an increase of HKD 8,000 compared to the same period last year[36] Risk Management and Compliance - The company has not established an internal audit function, but it conducts biannual risk assessments to enhance its risk management and internal control systems[41] - The board will review the necessity of establishing an internal audit function annually, considering the current operational structure and costs[46] - All directors confirmed compliance with the standard code of conduct regarding securities trading during the six months ended September 30, 2023[48] - The board believes that the risk of legal actions against directors is low, and thus, the company does not have insurance arrangements for such risks[39] Property and Investment - The company’s primary business remains property investment, with all rental income generated from properties located in Hong Kong[70] - The company has not made any investments in properties during the period, maintaining a focus on existing assets[85] - The company has contracted HKD 686,000 for future projects as of September 30, 2023, indicating ongoing commitments[18] - The independent review report by KPMG confirmed that there were no significant issues identified in the interim financial report[53] Accounting and Financial Reporting - The company has adopted the same accounting policies as the previous fiscal year, with no significant impact from new accounting standards[66] - The interim financial report was prepared in accordance with HKAS 34, ensuring compliance with relevant regulations[56] - The company has not adopted any new standards or interpretations that have not yet come into effect during the current accounting period[67] - The company's estimated assessable profits for Hong Kong profits tax are calculated at a rate of 16.5%, with the first HKD 2,000,000 taxed at 8.25%[78] Depreciation and Receivables - Depreciation expenses rose to HKD 2,296,000 from HKD 2,121,000, marking an increase of 8.3%[76] - Total accounts receivable, including deposits and prepayments, amounts to HKD 130,391,000, down from HKD 144,539,000 as of March 31, 2023[90] - The overdue accounts receivable amount to HKD 24,223,000, a decrease from HKD 26,819,000 in the previous period[90]

Financial Performance - For the six months ended September 30, 2023, the group's operating profit before changes in property valuation was HKD 93,000,000, a decrease of approximately 3.1% compared to the same period last year, primarily due to a reduction in rental income from the international plaza[13]. - For the six months ended September 30, 2023, the profit attributable to equity shareholders was HKD 457,100,000, compared to a loss of HKD 1,123,500,000 in the same period last year[14]. - The company's revenue was HKD 147,109,000, a decrease of 4.4% compared to HKD 153,351,000 for the same period in 2022[30]. - The profit attributable to equity shareholders for the same period was HKD 12,931,000, down from HKD 15,111,000 in 2022, representing a decline of 14.5%[41]. - The company reported a basic and diluted earnings per share of HKD 1.27, compared to HKD 3.12 in the previous year[30]. - The company reported other income of HKD 10,515,000 for the six months ended September 30, 2023, compared to HKD 3,018,000 in the same period of 2022, representing an increase of 248%[72]. Equity and Assets - As of September 30, 2023, the total equity of the group was HKD 7,994,200,000, up from HKD 7,619,900,000 as of March 31, 2023[15]. - The total assets less current liabilities amounted to HKD 8,312,940,000, an increase from HKD 7,934,538,000 in the previous year[45]. - Non-current assets, including investment properties, totaled HKD 7,790,400,000, compared to HKD 7,408,000,000 in the previous year[45]. - The total equity attributable to shareholders increased to HKD 7,994,234,000 from HKD 7,619,946,000 in the previous year[45]. Dividends - The company declared an interim dividend of HKD 0.23 per share for the fiscal year, compared to HKD 0.21 per share for the previous year[8]. - The company declared an interim dividend of HKD 0.16 per share, an increase from HKD 0.11 per share in 2022, totaling HKD 57,600,000 compared to HKD 39,600,000 in the previous year[42]. - The company declared an interim dividend of HKD 0.16 per share, an increase from HKD 0.11 per share in 2022, to be paid on January 5, 2024[80]. Accounts Receivable - The total accounts receivable, net of credit loss allowances, was HKD 120,989,000 as of September 30, 2023, down from HKD 135,769,000 as of March 31, 2023[10]. - The company reported a decrease in overdue accounts receivable, with total overdue amounts at HKD 24,223,000 as of September 30, 2023, down from HKD 26,819,000[10]. - The company’s accounts receivable related to lease incentives amounted to HKD 95,954,000 as of September 30, 2023, down from HKD 107,096,000 as of March 31, 2023[78]. Rental Income and Operations - The company anticipates that rental income from the international plaza and overall operational performance will remain stable in the second half of the year despite challenges in the Hong Kong retail market[18]. - Rental income from the International Plaza reached approximately HKD 145,900,000, a decrease of about 4.1% compared to the same period last year, with an occupancy rate of 80.0% as of September 30, 2023, up from 77.3% a year earlier[59]. Financing and Costs - The company's financing costs for the period were reported at HKD 5,363,000, compared to HKD 1,787,000 in the previous year[40]. - The company has drawn down bank loans totaling HKD 200,000,000 as of September 30, 2023, with a capital debt ratio of 2.5%[60]. - The company entered into a financing agreement on October 7, 2013, including a three-year term loan of HKD 200,000,000 and a revolving loan of HKD 100,000,000[60]. Governance and Compliance - The company has complied with the corporate governance code as per the Hong Kong Stock Exchange regulations during the reporting period[20]. - The company has not disclosed any significant changes in information that would require additional disclosure beyond what is stated in the annual report[17]. - The company has not established an internal audit function, confirming that sufficient risk management and internal control systems are in place[63]. - The company conducted biannual risk assessments to enhance its risk management and internal control systems[64]. - The company has established a monitoring environment covering the entire group, including implementing reporting policies and defining employee roles and responsibilities[64]. Other Information - The company did not repurchase, sell, or redeem any of its listed securities during the six months ended September 30, 2023[19]. - The company has not adopted any new accounting standards or interpretations that have not yet come into effect during the current accounting period[49]. - The company’s financial report is prepared in accordance with the Hong Kong Financial Reporting Standards[47]. - The company’s financial results may differ from estimates due to management's judgments and assumptions regarding the application of policies[47]. - The company is committed to maintaining appropriate insurance arrangements for potential legal actions faced by directors[62]. - The company reported a net loss from the disposal of fixed assets of HKD 1,000[72]. - The company’s management fees from the holding company remained stable at HKD 600,000 for both periods[72]. - The company’s depreciation expense for the period was HKD 2,121,000[73].