承董事會命 中國長遠控股有限公司 香 港 交易 及 結 算 所 有限 公 司 及 香港 聯 合 交 易 所有 限 公 司 對 本公 佈 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 就 因本 公 佈 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。 China Fortune Holdings Limited 中 國 長 遠 控 股 有 限 公 司 * （ 於百慕達註冊成立之有限公司，以CFH Limited之名稱於香港進行業務 ） （股份代號：110） 董事會會議日期 中國長遠控股有限公司（「本公司」）之董事會（「董事會」）謹此宣佈，董事會 會議將於二零二五年八月二十九日舉行，藉以（ 其中包括 ）批准本公司及其 附 屬 公司 截 至 二 零 二五 年 六 月 三十 日 止 六 個 月之 中 期 業 績 發佈 ， 並 考 慮宣 派中期股息（ 如有 ）。 於 本 公 佈 日 期 ， 董 事 會 包 括 三 名 執 行 董 事 劉 小 鷹 先 生 、 劉 梓 賢 女 士 ...

I. 法定/註冊股本變動 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: 中國長遠控股有限公司 呈交日期: 2025年8月1日 | 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) | 00110 | 說明 | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 20,000,000,000 | HKD | | 0.01 | HKD | | 200,000,000 | | 增加 / 減少 (-) | | | | | | | HKD | | | | 本月底結存 | | | 20,000,000,000 | HKD | | 0.01 | HKD | | 200,000,000 | 本月底法定/ ...

Business Diversification and Strategy - The Group has diversified its business by tapping into eco-friendly bag automatic bag taking machines and database traffic monetization from its mobile application business in 2021[6]. - The Group is actively exploring opportunities to diversify its business and enhance shareholder value, focusing on areas such as artificial intelligence, big data, mobile phone operating systems, and mobile internet[54]. - The Group aims to diversify its business by exploring opportunities in eco-friendly products and database traffic monetisation[60][64]. - The company aims to enhance its competitive edge by focusing on technological advancements and market diversification[188]. - The company is committed to maintaining a robust financial position and efficient operations while exploring new business initiatives to drive growth[195]. Financial Performance - The Group's revenue for the year ended 31 December 2024 decreased by approximately 46.5% to HK$43.6 million compared to HK$81.5 million in 2023[55][68]. - Loss for the year increased to HK$33.7 million from a loss of HK$15.1 million in 2023, primarily due to losses on the disposal of subsidiaries and fair value losses on financial assets[55][58]. - The Group experienced net losses of HK$3.2 million in 2024, primarily due to fair value losses on financial assets and inventory impairment[76]. - The Group reported a net loss of approximately HK$31.5 million for the year ended 31 December 2024, compared to a net loss of approximately HK$12.6 million for the previous year, representing an increase in loss of 150%[87][91]. - Other income decreased to approximately HK$1.1 million in 2024 from HK$2.3 million in 2023, mainly due to a decline in database traffic monetisation[75][79]. Shareholder and Management Structure - China Fortune Holdings Limited has a strong shareholder background and a well-operational and professional management team[5]. - The corporate culture emphasizes the integration of Western and Eastern management philosophies, aiming to build a "Continuous Learning Enterprise"[7]. - The company is focused on human-centric enterprise values, promoting teamwork among staff to achieve corporate goals[7]. Market Opportunities and Trends - The mobile phone service market in China has approximately 1.8 billion subscribers, with intense competition among manufacturers and mobile carriers[157]. - By the end of 2024, telecom operators in the PRC are projected to deploy approximately 4.2 million 5G base stations, with over 950 million mobile phone users expected to adopt 5G services, representing more than 65% of mobile users[159][160]. - The mobile phone market in the PRC experienced a decline in 2024 due to international trade tensions and reduced consumer spending, but advancements in 5G and 6G technologies are expected to support market recovery[163]. Product Distribution Agreements - China Fortune Holdings Limited entered into a master distribution agreement to distribute "PHILIPS" brand routers and related electronic products in the PRC, Hong Kong, and Macau for a term of five years[6]. - The Group secured the master distributorship for the "PHILIPS" brand in the PRC, Hong Kong, and Macau for routers and related electronic products, anticipating steady growth in this business segment[164][166]. - The Group has newly obtained the nationwide distributorship of Samsung mobile phones[23]. - The Group successfully obtained the Fulfillment Distributorship for all Nokia Stores in the PRC[24]. Operational Challenges - The Group's operations were significantly impacted by elevated international geopolitical risks and economic instability in 2024[50]. - The ongoing US-China trade war is expected to impact the consumption and retail sectors, leading to an uncertain outlook for the coming years[181]. Employee and Management Changes - As of December 31, 2024, the group employed 31 employees, a decrease from 34 employees as of December 31, 2023[135]. Financial Position and Liquidity - The Group's liquidity position is closely monitored to ensure it meets funding requirements, with no material changes in funding and treasury policy during the year[105][106]. - As of December 31, 2024, the Group's current ratio improved to 0.79 times compared to 0.61 times as of December 31, 2023[118]. - The Group's net liabilities attributable to owners decreased to HK$11.7 million as of December 31, 2024, from HK$28.0 million as of December 31, 2023[114]. Capital and Investment Activities - A HK$160 million syndicated loan was successfully arranged[36]. - The acquisition of 51% shareholdings of Synergy Pacific was completed[37]. - The Group completed the acquisition of 50.8% interest in Sifa Mining, which has the right to conduct mining activities in Hubei Province, PRC[22]. - The company completed the sale of 100% equity in China Huangshi Group for a total consideration of HK$100,000 on December 23, 2024, marking the termination of its mining business[133]. Future Projections and Plans - The Group plans to actively seek market opportunities and expand revenue sources in 2025 despite concerns over consumer spending power due to the global economic recession[62][64]. - The company plans to leverage the advancements in 5G technology to enhance customer experiences and support smart devices and applications[186]. - The company anticipates sales of approximately 50,000 units of the "Philips" router between 2024 and 2025, with an expected gross margin of around 10%[176].

Financial Performance - For the fiscal year ending December 31, 2024, the company reported total revenue of HKD 43,634,000, a decrease of 46.5% compared to HKD 81,542,000 in 2023[3]. - The cost of sales for the same period was HKD 42,078,000, down from HKD 81,166,000, resulting in a gross profit of HKD 1,556,000, compared to HKD 376,000 in the previous year[3]. - The company incurred a loss from continuing operations of HKD 18,044,000, compared to a loss of HKD 14,150,000 in 2023, indicating a 27.5% increase in losses[4]. - Total comprehensive expenses for the year amounted to HKD 47,241,000, significantly higher than HKD 16,298,000 in 2023, reflecting a 189.5% increase[5]. - The company reported a total loss for the year of HKD 33,706,000, compared to HKD 15,099,000 in 2023, marking a 123.5% increase in annual losses[4]. - Basic and diluted loss per share from continuing and discontinued operations was HKD 13.91, compared to HKD 6.39 in the previous year, indicating a worsening financial position[5]. - The company reported a net loss of HKD 3,200,000, compared to a net income of HKD 600,000 in the previous year, largely due to fair value losses on financial assets and inventory impairment losses[63]. - The annual loss attributable to the company's owners increased to approximately HKD 31,500,000 for the year ending December 31, 2024, from HKD 12,600,000 in the previous year[68]. Assets and Liabilities - The company's non-current assets decreased from HKD 4,611,000 in 2023 to HKD 1,789,000 in 2024, a decline of 61.2%[6]. - Current assets increased to HKD 59,188,000 in 2024 from HKD 34,291,000 in 2023, representing a growth of 72.6%[6]. - Current liabilities increased to HKD 74,733,000 in 2024 from HKD 56,049,000 in 2023, representing a 33.3% increase[7]. - The company's equity attributable to owners decreased significantly to HKD (11,721,000) in 2024 from HKD 28,041,000 in 2023, a decline of 141.9%[7]. - The company reported a net current liability of HKD (15,545,000) in 2024, an improvement from HKD (21,758,000) in 2023[7]. - The total liabilities for 2024 were HKD 431,000, an increase from HKD 103,000 in 2023[40]. - The company’s total liabilities increased to HKD 50,512,000 in 2024 from HKD 41,589,000 in 2023, representing a rise of 21.5%[51]. Business Operations - The company has ceased its mining operations after selling its entire stake in China Huangshi Investment Limited and its subsidiaries[8]. - The company retained its mobile phone and electronic products business as its continuing operations[8]. - The company decided to cease its mining operations after selling its 100% stake in the Huangshi Group, focusing solely on the mobile phone and electronic products business moving forward[23]. - The company has two reportable segments: mobile phone and electronic products business, and mining business[21]. Cash Flow and Financing - The company experienced a net cash outflow from operations of approximately HKD 19,677,000 for the year ending December 31, 2024, compared to HKD 11,220,000 in 2023[17]. - The company plans to issue a total of 16,000,000 shares at HKD 0.26 per share, raising approximately HKD 4,160,000[18]. - The company received a letter of commitment from its major shareholder, ensuring sufficient funds to meet financial obligations for at least the next twelve months[18]. - The company will continue to seek alternative financing and bank loans to cover existing financial debts and future operational and capital expenditures[22]. - The company has entered into a subscription agreement to issue 16,000,000 shares at a cash price of approximately HKD 4,160,000, which has been completed as of January 8, 2025[53]. Market Performance - Revenue from the Chinese market for the mobile phone and electronic products business was HKD 9,612,000 in 2024, down from HKD 14,876,000 in 2023, reflecting a decline in market performance[33]. - Revenue from the Hong Kong market for the mobile phone and electronic products business was HKD 34,022,000 in 2024, a decrease from HKD 66,666,000 in 2023, indicating a substantial drop in local sales[33]. - The company reported a pre-tax loss of HKD (33,693,000) for the year ending December 31, 2024, compared to a pre-tax loss of HKD (15,077,000) in 2023, highlighting deteriorating profitability[25][29]. Strategic Initiatives - The company is focusing on restructuring and cost management strategies to improve future performance amid challenging market conditions[2]. - The company is exploring potential business and investment opportunities to expand its existing business portfolio and increase revenue sources[102]. - The company is actively expanding its 5G business to capitalize on the growing global economy and is monitoring market changes in Hong Kong and ASEAN[108]. - The company is promoting the "Bag Master" business, which combines IoT technology to distribute eco-friendly bags, aiming to reduce demand for traditional plastic bags[110]. Compliance and Governance - The company has adhered to the corporate governance code as per the Hong Kong Stock Exchange rules, with a deviation regarding the roles of Chairman and CEO being held by the same individual, Mr. Liu Xiaoying[123]. - The Audit Committee consists of three independent non-executive directors, with responsibilities including reviewing financial reports and internal control systems[125]. - The company plans to publish its annual report for the year ending December 31, 2024, by April 2025, ensuring compliance with the listing rules[128].

Financial Performance - Revenue for the six months ended June 30, 2024, was HKD 34,506,000, a decrease of 10.0% compared to HKD 38,703,000 for the same period in 2023[2]. - Gross profit for the same period was HKD 95,000, down 50.0% from HKD 190,000 in 2023[2]. - The net loss for the six months ended June 30, 2024, was HKD 8,771,000, compared to a net loss of HKD 7,441,000 in 2023, representing an increase in loss of 17.9%[2][4]. - Basic and diluted loss per share was HKD 3.13 for the six months ended June 30, 2024, compared to HKD 2.90 in 2023, reflecting a 7.9% increase in loss per share[2]. - The company reported a total comprehensive expense of HKD (8,932,000) for the six months ended June 30, 2024, compared to HKD (7,477,000) in 2023, indicating a 19.5% increase in comprehensive expenses[3]. - Other income decreased significantly to HKD 142,000 for the six months ended June 30, 2024, from HKD 1,428,000 in 2023, a decline of 90.1%[2]. - The company reported a loss attributable to shareholders of approximately HKD 6,753,000 for the six months ended June 30, 2024, compared to a loss of HKD 5,332,000 in the same period of 2023[11]. - The company reported a loss before tax of HKD 6,753,000 for the six months ended June 30, 2024, compared to a loss of HKD 5,332,000 for the same period in 2023[32]. - The group’s total comprehensive loss before tax for the six months ended June 30, 2024, was HKD 8,771[20]. Assets and Liabilities - Total assets less current liabilities as of June 30, 2024, were HKD (18,748,000), compared to HKD (17,147,000) as of December 31, 2023[5][7]. - Cash and cash equivalents decreased to HKD 7,475,000 as of June 30, 2024, from HKD 11,866,000 at the beginning of the period, a decline of 37.0%[8]. - The company’s current liabilities increased to HKD 67,484,000 as of June 30, 2024, from HKD 56,049,000 as of December 31, 2023, representing a 20.4% increase[5]. - As of June 30, 2024, current liabilities exceeded current assets by approximately HKD 23,396,000, an increase from HKD 21,758,000 as of December 31, 2023[11]. - Trade receivables increased to HKD 34,530,000 as of June 30, 2024, compared to HKD 20,440,000 as of December 31, 2023, reflecting a growth of 69.0%[33]. - The total amount of trade payables and other payables rose to HKD 55,742,000 as of June 30, 2024, up from HKD 41,589,000 as of December 31, 2023, an increase of 33.9%[35]. - The company's net asset value was HKD 26,800,000 or HKD 0.11 per share as of June 30, 2024, down from HKD 28,000,000 or HKD 0.14 per share on December 31, 2023[57]. - The current ratio improved to 0.65 times on June 30, 2024, compared to 0.61 times on December 31, 2023[57]. Financing and Capital Management - The company received a letter of commitment from its controlling shareholder, Mr. Liu Xiaoying, on March 28, 2024, agreeing to provide sufficient funds to meet the group's financial obligations[12]. - The company has entered into subscription agreements with independent third parties to issue a total of 26,000,000 shares at HKD 0.26 per share, raising approximately HKD 6,760,000[12]. - The board believes that the group has sufficient cash resources to meet its operational funding needs and financial obligations for at least the next twelve months from June 30, 2024[13]. - The company plans to continue seeking alternative financing and bank loans to cover existing financial debts and future operational and capital expenditures[12]. - The board is considering further equity issuance or other fundraising activities to improve the financial situation and expand the capital base[12]. - The company completed a subscription agreement for 26,000,000 shares at HKD 0.26 per share, raising approximately HKD 6,720,000 for general working capital[63]. - The company plans to use the net proceeds from the 2024 subscription, amounting to HKD 6,720,000, for general operating funds, with HKD 3,499,000 already utilized as of June 30, 2024[84]. Business Operations and Strategy - The mobile phone and electronic products segment reported revenue of HKD 34,506, a decrease of 10.0% from HKD 38,703 for the same period in 2023[20]. - The mobile phone and electronic products segment incurred a loss of HKD 1,145, while the mining segment reported a loss of HKD 413, resulting in a total loss of HKD 1,558 for the group[20]. - The group is considering reapplying for an extended mining license for its mining operations in China, which currently has not generated any revenue[19]. - The group adopted a supply chain diversification strategy to enhance resilience and reduce risk concentration, which contributed to the shift in revenue sources from China to Hong Kong[42]. - The company has secured exclusive distribution rights for the "Philips" brand routers and related electronic products in China, Hong Kong, and Macau for five years[68]. - The group plans to expand its core business by engaging in distribution of "Philips" brand electronic products through distribution and licensing partnerships[69]. - The company is exploring potential business and investment opportunities to expand and enrich its existing business portfolio for sustainable growth[68]. - The group actively participates in the trade, wholesale, and retail of mobile phones and electronic products in China and Hong Kong, aiming for business growth through market, product, and distribution channel expansion[71]. Market and Economic Outlook - The company anticipates continued impact from the US-China trade war, leading to an uncertain outlook for the consumer and retail sectors in the coming years[75]. - China has approximately 1.7 billion mobile phone users, with significant growth in 5G users and network users, indicating substantial opportunities in mobile applications and commerce[75]. - By the end of 2023, telecom operators in China had deployed 3.4 million 5G base stations, with over 800 million mobile users having used 5G services, accounting for over 50% of mobile phone users[67]. - China plans to install 600,000 additional 5G base stations in 2024, aiming for approximately 3.64 million by the end of 2025, based on a population estimate[67]. Corporate Governance - The company has complied with the corporate governance code, with some deviations regarding the roles of the chairman and CEO[87]. - The board believes that the current arrangement of having the same individual serve as both chairman and CEO is beneficial for executing the company's business strategy[87]. - The Audit Committee consists of three independent non-executive directors, including Mr. Liang Wei Xiong as the chairman[88]. - The company has adopted a securities trading code that complies with the standards set out in Appendix C3 of the listing rules, confirming no violations by employees during the specified period[89]. Future Plans and Developments - The company is committed to maintaining a strong financial position and exploring new business plans to drive growth and create long-term value for shareholders[79]. - The company expects to leverage private social e-commerce to enhance user retention and generate higher returns compared to traditional advertising models by 2024[79]. - The "Bag Master" business, which integrates smart IoT terminals, aims to capitalize on the demand for eco-friendly bags and is expected to generate revenue through data monetization and advertising[78]. - By 2023, the "Bag Master" will focus on deepening market penetration and integrating with various eco-friendly bag brands and manufacturers[79]. - The company has established a technology team to optimize the bag retrieval process and enhance consumer feedback mechanisms since July 2022[78].

Company Overview - China Fortune Holdings Limited primarily sells and distributes mobile phones and digital products in the People's Republic of China (PRC) and was established in 1992[4]. - The Group has diversified its business through investments, mergers, and acquisitions, including entering the natural resource industry with a Strontium mining site in 2009[5]. - In 2021, the Group expanded into eco-friendly bag automatic bag taking machines, indicating a shift towards sustainable product offerings[6]. Financial Performance - The Group's revenue from mobile phone and digital product sales has shown a significant increase, with a year-on-year growth of 15% in 2023[4]. - The Group's revenue for the year ended December 31, 2023, increased by approximately 1.1% to HK$81.5 million compared to HK$80.6 million in 2022[57][70]. - Loss for the year decreased to HK$15.1 million from HK$20.4 million in the previous year due to strict spending budgets[57][60]. - The Group achieved a record annual sale of 2.1 million sets of mobile phones and a record net profit exceeding HK$60 million[22]. - The Group's gross profit for the year ended December 31, 2023, was HK$0.4 million, resulting in a gross profit margin of 0.5%[77][81]. - The Group experienced a net gain of HK$0.6 million for the year ended December 31, 2023, compared to a net loss of HK$1.7 million in 2022[80]. - The Group's loss attributable to owners for the year ended December 31, 2023 was approximately HK$12.6 million, compared to a loss of approximately HK$14.4 million in the previous year[97]. - Basic loss per share improved to HK6.39 cents in the current year from HK7.83 cents in the previous year[98]. Market Challenges - The mobile phone and electronic products market in China faced significant challenges due to international trade declines and economic instability[51]. - The Group's operations were impacted by high international geopolitical risks and a deep recession in the global economy[51]. - The mobile phone market in China is expected to continue declining due to international trade conflicts and weak consumer demand, although this decline may be partially offset by advancements in 5G and 6G technologies[170]. - The Group expects the consumption and retail segment to continue facing challenges due to the US-China trade war, leading to an uncertain future[191]. Strategic Focus and Future Outlook - The Group's strategic focus includes enhancing its telecommunications equipment trading and distribution capabilities, which is expected to contribute to future revenue growth[19]. - Future outlook includes further market expansion and potential new product launches in the telecommunications sector[19]. - The Group aims to rank among the largest and best wireless communication and data product service providers in the region[7]. - The Group plans to continue strengthening relationships with leading manufacturers and customers to explore further cooperation opportunities[58][61]. - The Group intends to diversify trading markets, products, and distribution channels to continue growth amidst intensifying competition in the retail industry[172]. Investments and Acquisitions - The acquisition of Zhuhai Reminda Telecom Equipment Company in 2007 has strengthened the Group's position in the telecommunications equipment market[5]. - The acquisition of 51% shareholdings of Synergy Pacific was completed[39]. - The Group obtained nationwide distributorship for Samsung mobile phones[24]. - The Group successfully obtained the Fulfillment Distributorship for all Nokia Stores in the PRC[25]. - Fortune Shanghai increased its share capital from US$6 million to US$25 million[34]. Cash Flow and Financial Position - The Group's financial summary indicates a strong cash flow position, with a cash balance of approximately $50 million as of the end of 2023[4]. - A HK$160 million syndicated loan was successfully arranged[38]. - A US$16 million syndicated loan was successfully arranged[33]. - Cash and cash equivalents rose to approximately HK$11.9 million as at 31 December 2023, compared to HK$6.2 million as at 31 December 2022, largely due to net proceeds of approximately HK$7.2 million from new share subscriptions[111]. - The trade and other payables increased by approximately HK$20.5 million from approximately HK$21.1 million as of December 31, 2022, to approximately HK$41.6 million as of December 31, 2023, mainly due to an increase in trade payables of HK$18.1 million[117]. Employee and Operational Changes - The Group's employee count decreased from 38 as of December 31, 2022, to 34 as of December 31, 2023[135]. - There were no changes in the remuneration policy, bonus scheme, and share option scheme during the year[136]. - The Group did not have any capital expenditure contracted for but not provided in the consolidated financial statements as of December 31, 2023[127]. 5G Market Insights - As of the end of 2023, telecom operators in China deployed 3.4 million 5G base stations, with over 800 million mobile phone users adopting 5G services, representing over 50% of mobile phone users[164]. - China aims to install an additional 600,000 5G base stations in 2024 to further expand its next-generation mobile network[164]. - By the end of 2025, China plans to have approximately 3.64 million 5G base stations, equating to 26 base stations for every 10,000 people[165]. - The Group has raised its short-term 5G forecast, anticipating China to lead the market in terms of 5G volume due to robust demand for related equipment[193]. - 5G technology is expected to enhance customer experiences significantly, enabling real-time data access and impacting sectors like smart homes and smart retail[194].

Financial Performance - For the fiscal year ending December 31, 2023, the company reported total revenue of HKD 481,542,000, an increase from HKD 480,576,000 in 2022, representing a growth of approximately 1.2%[3] - The cost of sales for the year was HKD 81,166,000, compared to HKD 80,273,000 in the previous year, resulting in a gross profit of HKD 376,303,000[3] - The company incurred a net loss of HKD 15,099,000 for the year, an improvement from a net loss of HKD 20,389,000 in 2022, indicating a reduction in losses by approximately 26.2%[4] - Total comprehensive expenses for the year amounted to HKD 16,298,000, down from HKD 21,161,000 in the previous year, reflecting a decrease of about 22.9%[4] - The company reported a loss attributable to shareholders of approximately HKD 12,616,000 for the year ending December 31, 2023, compared to a loss of HKD 14,372,000 in 2022[25] - The net cash outflow from operations was approximately HKD 11,220,000 for the year ending December 31, 2023, down from HKD 15,398,000 in 2022[25] - The company reported a pre-tax loss of 12,616 thousand HKD for the year, compared to a loss of 14,372 thousand HKD in the previous year, showing an improvement of 12.3%[46] - The basic loss per share was calculated based on 197,440,820 shares, resulting in a loss of 0.064 HKD per share, compared to a loss of 0.078 HKD per share in the previous year[46] Assets and Liabilities - The company's cash and cash equivalents increased to HKD 11,866,000 from HKD 6,225,000, showing a significant improvement in liquidity[6] - Trade and other receivables rose sharply to HKD 19,479,000 from HKD 1,278,000, indicating a substantial increase in receivables[6] - The total assets less current liabilities showed a negative balance of HKD 17,147,000, worsening from a negative balance of HKD 8,884,000 in 2022[6] - The company's equity attributable to owners decreased to HKD 28,041,000 from HKD 35,688,000, reflecting a decline of approximately 21.5%[7] - Current liabilities exceeded current assets by approximately HKD 21,758,000 as of December 31, 2023, compared to HKD 15,463,000 in 2022[25] - Trade receivables at the end of 2023 amounted to HKD 20,440,000, with a provision for credit losses of HKD 3,166,000, resulting in net trade receivables of HKD 17,274,000[49] - The balance of impairment provisions for trade receivables and other receivables at the end of 2023 was HKD 33,227,000, down from HKD 34,984,000 at the beginning of the year[53] - Trade payables at the end of 2023 were HKD 19,141,000 for amounts due within 90 days, compared to HKD 924,000 in 2022[54] Operational Strategy - The company plans to continue its focus on the distribution and trading of mobile phones and electronic products, as well as the mining and processing of minerals[9] - The company plans to issue a total of 30,000,000 shares at HKD 0.26 per share, raising approximately HKD 7,800,000[26] - The management is implementing measures to improve working capital and cash flow, including close monitoring of general administrative expenses and operating costs[30] - The company is actively seeking alternative financing and bank loans to cover existing financial obligations and future capital expenditures[30] - The company plans to enhance its market presence through potential new product developments and strategic expansions in the mobile phone and electronic products sector[31] - The group plans to continue expanding trade markets and distribution channels in multiple overseas countries in 2024, following successful market exploration in Hong Kong since 2022[111] Market Conditions - The mobile phone and electronic products business in China faces challenges due to economic instability and weak consumer demand, exacerbated by the US-China trade war[98] - The retail competition in the mobile phone and electronic products market is intensifying, with a shift in customer focus from phone functionality to shopping experience[100] - The group anticipates continued impacts on consumption and retail sectors from the US-China trade war, leading to an uncertain outlook for the next few years[107] - The demand for 5G-related equipment remains strong, with an upward revision of short-term 5G forecasts due to active developments in the Chinese mobile phone supply chain[110] Accounting and Compliance - The implementation of new accounting standards did not have a significant impact on the financial position and performance of the company for the year[10] - The application of the revised Hong Kong Accounting Standards has no significant impact on the group's consolidated financial statements for the current year[14] - The group has implemented the guidance from the Hong Kong Institute of Certified Public Accountants regarding the accounting implications of the cancellation of the offsetting mechanism for mandatory provident funds and long service payments[16] - The consolidated financial statements are prepared based on historical cost principles, with financial instruments measured at fair value at the end of each reporting period[22] - The group has not early adopted any new or revised Hong Kong Financial Reporting Standards that have been issued but are not yet effective[20] - The group expects that the application of all other revised Hong Kong Financial Reporting Standards will not have a significant impact on the consolidated financial statements in the foreseeable future[21] - The consolidated financial statements for the year ending December 31, 2023, have been audited and approved, confirming the accuracy of the reported figures[126] Corporate Governance - The company has complied with the corporate governance code as per the Hong Kong Stock Exchange listing rules for the year ending December 31, 2023[123] - The chairman and CEO roles are currently held by the same individual, Mr. Liu Xiaoying, which the board believes facilitates business strategy execution at this development stage[124] - The audit committee consists of three independent non-executive directors, ensuring effective oversight of financial reporting and internal controls[125] Future Outlook - The group maintains a positive outlook on the development of eco-related products and services in China, while remaining vigilant to future challenges[117] - The company is confident in rebuilding its network, business strategies, and improving financial performance despite market challenges[97] - The group has faced challenges in obtaining a new mining license, with ongoing communication with legal advisors to clarify the situation[106]

香港交易及結算所有限公司及香港聯合交易所有限公司對本公佈之內容概 不負責，對其準確性或完整性亦不發表任何聲明，並明確表示概不會就因 本公佈全部或任何部分內容而產生或因倚賴該等內容而引致之任何損失承 擔任何責任。 China Fortune Holdings Limited 中 國 長 遠 控 股 有 限 公 司 * （於百慕達註冊成立之有限公司，以CFHLimited之名稱於香港進行業務） （股份代號：110） 截至二零二二年十二月三十一日止年度之年報之 補充公佈 茲提述中國長遠控股有限公司（「本公司」）截至二零二二年十二月三十一日 止年度之年報（「二零二二年年報」）。除另有所指外，本公佈所用詞彙與二 零二二年年報所界定者具有相同涵義。 除二零二二年年報「管理層討論與分析」一節所披露的資料外，董事會謹此 根據上市規則附錄16第32(4A)段就本集團於二零二二年十二月三十一日持 有的重大投資提供以下額外資料： 於廣州天平的重大投資的投資成本為人民幣2,000,001元。該投資為長期投 資。廣州天平的收益由自收購日期起至二零二一年十二月三十一日的約 ...

[Company Information](index=3&type=section&id=Company%20Information) This section outlines the company's fundamental information, including board members, committees, registered office, and auditors - This report provides basic company information for China Everbright Holdings Limited (Stock Code: 0110), including board members, committee compositions, registered office, principal bankers, and auditors[4](index=4&type=chunk)[5](index=5&type=chunk) [Management Discussion and Analysis](index=4&type=section&id=Review%20and%20Outlook) This section provides a comprehensive review of the group's financial performance, position, operations, and future outlook [Financial Performance Review](index=4&type=page&id=Financial%20Performance%20Review) Revenue grew 37.7% to **HKD 38.7 million** for H1 2023, with net loss attributable to owners narrowing to **HKD 5.3 million** due to effective cost control Key Financial Indicators for H1 2023 | Indicator | For the Six Months Ended June 30, 2023 (HKD millions) | For the Six Months Ended June 30, 2022 (HKD millions) | YoY Change | | :--- | :--- | :--- | :--- | | Total Revenue | 38.7 | 28.1 | +37.7% | | Gross Profit | 0.2 | 0.055 | +263.6% | | Gross Margin | 0.5% | 0.2% | +0.3 percentage points | | Administrative Expenses | 8.9 | 13.6 | -34.5% | | Loss Attributable to Owners of the Company | 5.3 | 7.5 | Loss narrowed by 29.3% | | Basic Loss Per Share (HK cents) | 2.90 | 4.06 | Loss narrowed | - The group's revenue structure significantly changed, with Hong Kong market contribution increasing from **18.9%** to **89.7%**, while Shanghai market contribution decreased from **81.1%** to **10.3%**, reflecting supply chain diversification[6](index=6&type=chunk)[7](index=7&type=chunk) - Other income decreased by **HKD 1.5 million** year-on-year, primarily due to reduced database traffic monetization revenue from Beijing Daizhangmen's mobile application business[10](index=10&type=chunk) [Financial Position Review](index=6&type=page&id=Financial%20Position%20Review) As of June 30, 2023, the group's net current liabilities expanded to **HKD 22.8 million**, with increased trade and other receivables and payables, while cash and cash equivalents rose to **HKD 10.0 million** Balance Sheet Key Item Changes | Indicator | June 30, 2023 (HKD millions) | December 31, 2022 (HKD millions) | Change | | :--- | :--- | :--- | :--- | | Trade and Other Receivables | 11.2 | 1.3 | +9.9 | | Cash and Cash Equivalents | 10.0 | 6.2 | +3.8 | | Trade and Other Payables | 37.6 | 21.1 | +16.5 | | Net Current Liabilities | 22.8 | 15.5 | Net liabilities increased | | Current Ratio | 0.49x | 0.37x | Improved | - Other payables and accrued expenses increased by **HKD 7.9 million**, mainly due to approximately **HKD 7.3 million** in share subscription proceeds received at the end of the reporting period, which was completed on July 4, 2023[24](index=24&type=chunk) [Other Operating Information](index=8&type=page&id=Other%20Operating%20Information) During the reporting period, the group had no significant acquisitions, disposals, capital commitments, or contingent liabilities, employed 36 staff, and did not recommend an interim dividend - Post-reporting period, the company completed a share subscription on July 4, 2023, issuing **28,000,000 new shares** at **HKD 0.26 per share**, raising approximately **HKD 7.3 million** in cash[30](index=30&type=chunk) - The Board does not recommend the payment of any interim dividend for the six months ended June 30, 2023[32](index=32&type=chunk) [Operations Review](index=9&type=page&id=Operations%20Review) This section reviews the group's market environment and business progress, noting the slowdown in China's mobile phone market despite 5G growth, and the full impairment of the mining business [Market Overview](index=9&type=page&id=Market%20Overview) China, the world's largest mobile phone market, is saturated but experiencing rapid 5G economic development with increasing users and base stations, though trade conflicts and reduced consumer spending are slowing the market - China's 5G development is rapid, with **561 million 5G mobile users** by the end of 2022, accounting for approximately **33.3%** of total mobile users, and is expected to have **26 5G base stations per 10,000 people** by the end of 2025[34](index=34&type=chunk) - Despite 5G opportunities, the overall Chinese mobile phone market is slowing and contracting due to international trade conflicts and economic uncertainties[35](index=35&type=chunk) [Business Review](index=10&type=page&id=Business%20Review) The group's mobile phone business faces intense market competition and US-China trade uncertainties, while the mining business, fully impaired in 2017 due to expired licenses, no longer impacts the group's financials - Mobile Phone Business: Market competition is intensifying, with customer focus shifting to shopping experience and integrated services, favoring large mobile telecom chain stores; the group plans to achieve growth by diversifying trade markets, products, and distribution channels[37](index=37&type=chunk) - Mining Business: The mining license expired years ago and could not be renewed; a full impairment provision of **HKD 174.6 million** for mining rights and **HKD 9.0 million** for related plant and equipment was made in 2017 as a precautionary measure[41](index=41&type=chunk) [Prospects and Outlook](index=11&type=page&id=Prospects%20and%20Outlook) The group anticipates an economic turnaround in China in 2023, leveraging 5G for new opportunities in big data, mobile OS, and mobile internet, while expanding into Hong Kong and ASEAN markets and promoting the "Daizhangmen" eco-bag machine business - The group believes 5G communication network technology will drive strong equipment demand, with China expected to lead the 5G market, and will closely monitor the economic environment to seize opportunities in Hong Kong and ASEAN trade markets[44](index=44&type=chunk) - The group will intensify efforts to promote the "Daizhangmen" business, which acquires offline traffic through free distribution of eco-bags and monetizes database traffic through advertising, a revenue model management believes holds significant commercial value and competitiveness[47](index=47&type=chunk)[48](index=48&type=chunk) - To address future challenges, the group will maintain a sound financial position and lean operations, while closely monitoring new business opportunities to create long-term shareholder value[48](index=48&type=chunk) [Other Information](index=14&type=section&id=Other%20Information) This section covers additional disclosures including directors' and shareholders' interests, share option schemes, and corporate governance practices [Directors' and Shareholders' Interests](index=14&type=page&id=Directors%27%20and%20Shareholders%27%20Interests) This section discloses the shareholdings of directors, chief executives, and substantial shareholders as of June 30, 2023, noting Chairman Mr. Liu Xiaoying's **63.40%** interest and no listed securities transactions during the period Major Shareholder Holdings (as of June 30, 2023) | Shareholder Name | Capacity | Number of Shares Held | Percentage of Issued Share Capital | | :--- | :--- | :--- | :--- | | Mr. Liu Xiaoying | Discretionary Trust and Beneficial Owner | 116,345,481 | 63.40% | | Mr. Li Wei | Held by Controlled Entity | 37,660,002 | 20.52% | [Share Option Scheme](index=15&type=page&id=Share%20Option%20Scheme) The company adopted a share option scheme on May 28, 2014, valid until May 28, 2024, with no outstanding share options as of June 30, 2023 - As of June 30, 2023, no share options granted under the share option scheme were outstanding[53](index=53&type=chunk) [Corporate Governance](index=16&type=page&id=Corporate%20Governance) The company complied with the Corporate Governance Code during the reporting period, with two deviations: the Chairman and CEO roles are combined, and the Chairman is not subject to rotation, which the Board deems beneficial for business strategy execution - The company deviated from the Corporate Governance Code: the roles of Chairman and Chief Executive Officer are not separated, both held by Mr. Liu Xiaoying; and Chairman Mr. Liu Xiaoying is not subject to rotation, which the Board believes is beneficial for the group's development at this stage[59](index=59&type=chunk) - The Audit Committee, comprising three independent non-executive directors, has reviewed the group's unaudited interim financial statements for the six months ended June 30, 2023[60](index=60&type=chunk) [Condensed Consolidated Financial Statements](index=18&type=section&id=Condensed%20Consolidated%20Financial%20Statements) This section presents the group's condensed consolidated financial statements, including the statement of profit or loss, comprehensive income, financial position, changes in equity, and cash flows [Condensed Consolidated Statement of Profit or Loss](index=18&type=page&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss) For the six months ended June 30, 2023, the group recorded revenue of **HKD 38,703 thousand**, a 37.7% year-on-year increase, with loss for the period narrowing to **HKD 7,441 thousand** due to effective cost control Condensed Consolidated Statement of Profit or Loss Summary | Item (HKD thousands) | For the Six Months Ended June 30, 2023 | For the Six Months Ended June 30, 2022 | | :--- | :--- | :--- | | Revenue | 38,703 | 28,110 | | Gross Profit | 190 | 55 | | Loss Before Income Tax | (7,441) | (11,167) | | Loss for the Period | (7,441) | (11,167) | | Loss Attributable to Owners of the Company | (5,332) | (7,454) | [Condensed Consolidated Statement of Comprehensive Income](index=19&type=page&id=Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income) During the reporting period, total comprehensive expense for the period, including exchange differences, amounted to **HKD 7,477 thousand**, with **HKD 6,442 thousand** attributable to owners of the company Condensed Consolidated Statement of Comprehensive Income Summary | Item (HKD thousands) | For the Six Months Ended June 30, 2023 | For the Six Months Ended June 30, 2022 | | :--- | :--- | :--- | | Loss for the Period | (7,441) | (11,167) | | Exchange Differences | (36) | (487) | | Total Comprehensive Expense for the Period | (7,477) | (11,654) | | Total Comprehensive Expense Attributable to Owners of the Company | (6,442) | (9,777) | [Condensed Consolidated Statement of Financial Position](index=20&type=page&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2023, the group's net current liabilities expanded to **HKD 22,837 thousand**, and equity attributable to owners of the company decreased to **HKD 29,246 thousand** from the end of 2022 Condensed Consolidated Statement of Financial Position Summary | Item (HKD thousands) | June 30, 2023 | December 31, 2022 | | :--- | :--- | :--- | | Non-current Assets | 6,301 | 6,579 | | Current Assets | 22,007 | 9,168 | | Current Liabilities | 44,844 | 24,631 | | Net Current Liabilities | (22,837) | (15,463) | | Equity Attributable to Owners of the Company | 29,246 | 35,688 | [Condensed Consolidated Statement of Changes in Equity](index=22&type=page&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) As of June 30, 2023, total equity attributable to owners of the company decreased from **HKD 35,688 thousand** at the beginning of the year to **HKD 29,246 thousand**, primarily due to the loss for the period and a reduction in exchange reserves - Equity attributable to owners of the company decreased from **HKD 35,688 thousand** as of January 1, 2023, to **HKD 29,246 thousand** as of June 30, 2023, due to total comprehensive expense for the period of **HKD 6,442 thousand**[71](index=71&type=chunk) [Condensed Consolidated Statement of Cash Flows](index=23&type=page&id=Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) During the reporting period, the group's cash and cash equivalents increased by **HKD 3,909 thousand**, with operating activities shifting from net cash outflow to inflow, and financing activities recording a net cash inflow from funds raised Condensed Consolidated Statement of Cash Flows Summary | Item (HKD thousands) | For the Six Months Ended June 30, 2023 | For the Six Months Ended June 30, 2022 | | :--- | :--- | :--- | | Net Cash From/(Used in) Operating Activities | 1,116 | (10,574) | | Net Cash From Investing Activities | 34 | 56 | | Net Cash From/(Used in) Financing Activities | 2,759 | (4,332) | | Net Increase/(Decrease) in Cash and Cash Equivalents | 3,909 | (14,850) | | Cash and Cash Equivalents at End of Period | 9,969 | 15,975 | [Notes to the Condensed Consolidated Interim Financial Statements](index=24&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Interim%20Financial%20Statements) This section provides detailed notes to the condensed consolidated interim financial statements, covering basis of preparation, segment information, and key account details [Basis of Preparation and Going Concern Assessment](index=24&type=page&id=Basis%20of%20Preparation%20and%20Going%20Concern%20Assessment) These financial statements are prepared on a going concern basis, despite significant uncertainties regarding the group's losses and net current liabilities, which management addresses through financial support commitments, share subscriptions, and cost control measures - Significant uncertainties exist: As of June 30, 2023, the group recorded a loss attributable to owners of approximately **HKD 5,332 thousand**, and current liabilities exceeded current assets by approximately **HKD 22,837 thousand**, which may cast significant doubt on the group's ability to continue as a going concern[77](index=77&type=chunk) - Management's response plan includes: obtaining a commitment letter from controlling shareholder Mr. Liu Xiaoying to provide sufficient funds; completing a share subscription of approximately **HKD 7.3 million**; seeking other financing; considering further share issuance; and implementing cost control measures[82](index=82&type=chunk) [Segment Information and Revenue](index=26&type=page&id=Segment%20Information%20and%20Revenue) The group has two reportable segments: mobile phone business and mining business, with all revenue of **HKD 38,703 thousand** derived from the mobile phone business, primarily from Hong Kong, while the mining segment recorded a loss but no revenue Segment Revenue and Loss (For the Six Months Ended June 30, 2023) | Segment | Revenue (HKD thousands) | Segment Loss (HKD thousands) | | :--- | :--- | :--- | | Mobile Phone Business | 38,703 | (2,982) | | Mining Business | – | (516) | | **Total** | **38,703** | **(3,498)** | Revenue by Geographical Market | Geographical Market | Revenue (HKD thousands) | | :--- | :--- | | China | 4,008 | | Hong Kong | 34,695 | | **Total** | **38,703** | [Notes to Major Accounts](index=31&type=page&id=Notes%20to%20Major%20Accounts) These notes detail various financial figures, including no income tax expense, a basic loss per share of **HKD 2.90 cents**, net trade receivables of **HKD 9.84 million** (all within 30 days), trade payables of **HKD 9.815 million**, no interim dividend declared, and fair value measurements for financial instruments primarily involving Level 3 non-listed equity and fund investments - Basic loss per share was **HKD 2.90 cents**, calculated based on a loss attributable to owners of the company of **HKD 5,332,000** and a weighted average of **183,555,888** issued shares[109](index=109&type=chunk) - At the end of the reporting period, net trade receivables amounted to **HKD 9.84 million**, all aged within 0 to 30 days; trade payables were **HKD 9.815 million**, primarily aged within 0 to 90 days[112](index=112&type=chunk)[113](index=113&type=chunk) - Total financial assets at fair value through profit or loss amounted to **HKD 2.614 million**, of which **HKD 2.055 million** in unlisted equity and fund investments were classified as Level 3 fair value measurements[121](index=121&type=chunk)

香港交易及結算所有限公司及香港聯合交易所有限公司對本公佈之內 容概不負責，對其準確性或完整性亦不發表任何聲明，並明確表示概不 會就因本公佈全部或任何部分內容而產生或因倚賴該等內容而引致之 任何損失承擔任何責任。 China Fortune Holdings Limited 中國長遠控股有限公司* （於百慕達註冊成立之有限公司，以CFH Limited之名稱於香港進行業務） （股份代號：110） 截 至 二 零 二 三 年 六 月 三 十 日 止 六 個 月 之 中 期 業 績 公 佈 中 期 業 績 中 國 長 遠 控 股 有 限 公 司（「本 公 司」）董 事 會（「董 事 會」）謹 此 提 呈 本 公 司 及 其 附 屬 公 司（統 稱「本 集 團」）截 至 二 零 二 三 年 六 月 三 十 日 止 六 個 月 之 未 經審核簡明綜合中期業績，連同比較數字載列如下。該等簡明綜合中期 業績未經審核，惟已由本公司審核委員會（「審核委員會」）審閱。 ...