Financial Performance - The company reported a total loss attributable to shareholders of HKD 111,060,000 for the six months ended June 30, 2022, compared to a profit of HKD 17,051,000 in the same period of 2021, representing a significant decline [5]. - Total revenue for the six months ended June 30, 2022, was HKD 40,966,000, a decrease of 21% from HKD 51,542,000 in 2021 [7]. - The investment segment recorded a loss of HKD 89,496,000, a drastic decline from a profit of HKD 31,669,000 in the same period last year [11]. - The overall gross profit margin decreased from 66.7% in 2021 to 52.3% in 2022, primarily due to discounting strategies implemented to boost sales during the COVID-19 lockdown [12]. - The group reported a total loss of HKD 22,993 million for the period ending June 30, 2022, compared to a loss of HKD 14,700 million for the same period in 2021, indicating an increase in losses of approximately 56.5% [48]. - The group recorded a fair value loss of HKD 23,452 million for the period ending June 30, 2022, compared to a loss of HKD 14,700 million for the same period in 2021, marking an increase in losses of approximately 59.5% [48]. - The company reported a total revenue loss of HKD 1,873 million for the period, compared to a gain of HKD 1,416 million in the previous period, reflecting a significant downturn [54]. - The company reported a net loss of HKD 111,511 thousand for the six months ended June 30, 2022, compared to a profit of HKD 17,029 thousand in the same period of 2021, representing a significant decline [77]. Revenue Breakdown - The retail fashion and accessories segment generated revenue of HKD 31,853,000, down 7% from HKD 34,274,000 in the previous year [7]. - Revenue from the holiday center and club business was HKD 3,054,000, an 8% decrease from HKD 3,324,000 in the previous year [10]. - Sales revenue in the first quarter dropped by 36% year-on-year, while the second quarter saw a recovery with a 15% increase compared to the previous year [18]. - The club's revenue decline was primarily due to reduced venue rental and accommodation income, offset by increased patronage in May and June [23]. Expenses and Costs - The operating loss for the retail fashion segment increased by 19% to HKD 12,597,000, compared to HKD 10,600,000 in 2021 [7]. - Selling and distribution expenses rose by 4% to HKD 18,712,000 from HKD 17,993,000, driven by increased rental costs for a new store and higher advertising expenses [14]. - Administrative expenses increased by 9% to HKD 32,049,000 from HKD 29,311,000, mainly due to rising wages and inflation-related employee costs [16]. - The company experienced a 61% drop in dividend income, reporting HKD 4,959,000 compared to HKD 12,831,000 in 2021 [7]. - The total employee costs for the six months were approximately HKD 24,050,000, an increase from HKD 23,271,000 in the same period of 2021 [69]. Investment Performance - The company’s investment portfolio suffered a net loss of HKD 76,338,000, contrasting with a net gain of HKD 41,894,000 in the previous year [11]. - The enhanced yield fund strategy recorded a net loss of HKD 7,492,000 (-6.7%) for the six months ended June 30, 2022 [29]. - The stock fund portfolio had a fair value of HKD 62,798,000 as of June 30, 2022, resulting in a net loss of HKD 12,756,000 (-15.7%) for the same period [32]. - The Morgan Stanley (MS) portfolio recorded a net loss of HKD 12,410,000 (-16.3%) during the review period, with a total book value of HKD 58,417,000 as of June 30, 2022 [32]. - The LGT portfolio had a total market value of HKD 68,471,000 as of June 30, 2022, with a net loss of HKD 14,575,000 (-16.9%) during the review period [33]. - The group’s diversified investment portfolio outperformed the overall market during the review period, aided by timely adjustments in asset allocation and investment categories [26]. Liquidity and Financial Position - The group has maintained a strong liquidity position, with a focus on cost management to support long-term business prospects despite ongoing challenges from COVID-19 [63]. - The current ratio as of June 30, 2022, was 17.4 times, slightly down from 18.5 times as of December 31, 2021 [63]. - The total borrowings and lease liabilities were HKD 6,881,000 and HKD 24,566,000 respectively, with a debt-to-equity ratio of 2.7% as of June 30, 2022, compared to 2.3% on December 31, 2021 [63]. - The company’s cash and cash equivalents decreased to HKD 93,771 thousand from HKD 136,719 thousand, a reduction of 31.4% [83]. - The net cash used in operating activities was HKD (3,479) thousand for the six months ended June 30, 2022, compared to HKD 2,256 thousand in the same period of 2021, indicating a negative shift in cash flow [83]. Future Outlook and Strategy - The company plans to enhance online sales by increasing product offerings and monitoring brand performance closely [22]. - The company will continue to explore opportunities for short-term pop-up stores to strengthen brand image and attract new customers [22]. - The group plans to adopt a conservative investment strategy to mitigate risks, preserve capital, and maintain liquidity in light of global market uncertainties [43]. - The investment strategy will focus on reducing direct investments in individual listed stocks while increasing allocations to professionally managed equity and fixed-income funds [44]. - The group plans to focus on market expansion and new product development to enhance future performance and mitigate losses [51]. Corporate Governance and Compliance - The group continues to comply with the corporate governance code as per the listing rules during the reporting period [168]. - The company’s interim financial statements for the six months ended June 30, 2022, were reviewed by external auditors and the audit committee [173]. - The company has not reported any significant contingent liabilities as of June 30, 2022, related to ongoing legal proceedings [152]. Shareholder Information - The group’s major shareholders include Parasia Limited, which holds 34.59% of the company’s shares [161]. - The company reported a total of 1,650,658,676 issued shares as of June 30, 2022, unchanged from December 31, 2021 [147].

Financial Performance - The group recorded a consolidated revenue of HKD 109,501,000 for the year ended December 31, 2021, representing a 4% increase from HKD 104,977,000 in 2020[58]. - The retail fashion and accessories segment saw revenue growth of 11%, reaching HKD 76,433,000, with online sales increasing by approximately 43% to HKD 13,354,000[58]. - The group reported a net loss attributable to shareholders of HKD 21,280,000 for the year ended December 31, 2021, compared to a profit of HKD 11,881,000 in 2020, marking a 279% decline[58]. - Operating loss for the retail fashion and accessories business decreased by 38% to HKD 22,539,000, significantly improved from HKD 36,260,000 in 2020[58]. - The club operations experienced a revenue increase of 38%, totaling HKD 8,612,000, primarily due to an 80% rise in general dining revenue to HKD 4,273,000[61]. - The group's investment portfolio generated realized and unrealized gains of HKD 31,551,000, down from HKD 54,201,000 in 2020, with interest and dividend income at HKD 23,379,000[62]. - The fair value gain from investment properties was HKD 5,700,000, a significant increase of 375% from HKD 1,200,000 in 2020[58]. - The group faced a 19% decline in dividend income, which fell to HKD 22,235,000 from HKD 27,493,000 in the previous year[58]. - The group’s financing costs decreased by 43% to HKD 2,045,000, down from HKD 3,596,000 in 2020[58]. - Other income for the year ended December 31, 2021, was HKD 1,651,000, a decrease of HKD 10,394,000 (86%) compared to HKD 12,045,000 in 2020[64]. Shareholder Information - The company reported no dividend distribution for the year ending December 31, 2021[9]. - The company has no reserves available for distribution to shareholders as of December 31, 2021[17]. - As of December 31, 2021, major shareholders include Solution Bridge Limited holding 408,757,642 shares (24.76%) and Diamond Leaf Limited holding 162,216,503 shares (9.83%) [35]. - Parasia Limited and its controlled entities collectively hold 570,974,145 shares, representing 34.59% of the company [35]. - The estate of the late Ms. Gung Yu-Hsin, managed by Mr. Zhuang Rijie and Mr. Huang Dewei, holds a combined 730,974,145 shares, accounting for 44.28% of the issued shares [35]. Corporate Governance - The company has a strong governance structure with multiple committees including audit, remuneration, and nomination committees, ensuring effective oversight and management[165]. - The board comprises experienced professionals from various sectors, enhancing the company's strategic decision-making capabilities[171]. - The company is committed to maintaining high standards of corporate governance, as evidenced by the qualifications of its independent directors[170]. - The company has adopted a corporate governance manual to guide the application of governance principles[186]. - The independent non-executive directors confirmed that the related party transactions were conducted on normal commercial terms and in the best interest of shareholders[41]. Investment Strategy - The company reduced investments in individual listed stocks and corporate bonds while increasing investments in professionally managed open-end unit stocks and fixed income funds[78]. - The overall return of the enhanced yield fund was 3.9%, while the stock fund portfolio faced challenges primarily due to investments in the Chinese A-share market[79]. - The company aims to reduce direct investments in individual bonds and increase investments in professionally managed unit stocks and fixed income funds[99]. - The investment strategy focuses on improving performance and risk balance while increasing the proportion of investments managed by professional asset managers[99]. - The company continues to benefit from the strong performance of long-term private equity investments, which help manage risks through investments in potentially profitable private companies[95]. Market Conditions - The luxury retail sales in Hong Kong decreased by 41.4% and 54.6% compared to the same periods in 2019 and 2018, respectively, due to the impact of COVID-19[118]. - The number of visitors to Hong Kong in 2021 decreased by 97.5% compared to 2020 and by 99.8% compared to 2019[118]. - The group faced significant risks from the ongoing COVID-19 pandemic, including infection, demand, and supply chain risks[118]. - The fifth wave of COVID-19 starting in late December 2021 severely impacted the operation of clubs, leading to income losses[123]. - Global financial markets experienced significant volatility in early 2022, particularly in the tech sector, due to the U.S. Federal Reserve's tightening measures[156]. Operational Developments - The company entered into a new lease agreement effective December 1, 2021, with a monthly rent of HKD 210,096, down from HKD 218,778 in the previous agreement[45]. - The company opened a new women's clothing store in January 2022 at a prominent shopping landmark, enhancing its retail network in Kowloon[151]. - The company plans to explore new retail locations to test new brands and attract new customers, aiming for a dual online and offline sales strategy[151]. - The club facilities require major renovations to improve operational efficiency and comfort levels[123]. - The company has implemented a comprehensive internal control guideline for information security, including upgraded firewalls and regular software updates[128]. Risk Management - Financial risks faced by the company include foreign exchange risk, price risk, credit risk, liquidity risk, and interest rate risk[133]. - The company has developed and will continue to enhance business contingency plans to ensure operational continuity amid macroeconomic and political uncertainties[134]. - The company is committed to prudent investment strategies to balance risk and return in a volatile investment market[126]. - The company has not utilized any leverage in its investments and has avoided speculative derivative investments to mitigate exposure to high-risk products[126]. - The company continues to monitor its financial position closely due to ongoing uncertainties from the COVID-19 pandemic[137].

Financial Performance - The company reported a profit attributable to shareholders of HKD 17,051,000 for the first half of 2021, compared to a loss of HKD 60,895,000 in the same period of 2020[6]. - The investment segment achieved a profit of HKD 31,669,000, a significant turnaround from a loss of HKD 33,612,000 in the previous year[8]. - The company's operating profit, after deducting administrative expenses, was HKD 14,500,000, a recovery from an operating loss of HKD 58,898,000 in 2020[6]. - Earnings per share attributable to shareholders was HKD 1.03, compared to a loss per share of HKD 3.69 in the previous year[6]. - The group reported a profit of HKD 17,029,000 for the six months ended June 30, 2021, compared to a loss of HKD 60,918,000 for the same period in 2020[144]. - The company reported a total comprehensive income of HKD 56,054,000 for the period, recovering from a total comprehensive loss of HKD 60,946,000 in the previous year[107]. Revenue and Expenses - Retail fashion business revenue decreased by approximately 2% to HKD 34,274,000, while gross profit increased by 14% to HKD 17,694,000 due to improved margin management[9]. - The group's total revenue decreased by 8% to HKD 51,542,000 for the six months ended June 30, 2021, compared to HKD 56,080,000 in 2020, primarily due to a reduction in dividend income from China Motor Corporation[15]. - Gross profit fell to HKD 34,370,000, a decrease of 5%, with a gross profit margin of 67%, which is an increase of approximately 2% compared to 2020[16]. - Sales and distribution expenses decreased by 12% to HKD 17,993,000, attributed to significant cost savings from the consolidation of SWANK flagship stores and reduced employee costs[17]. - Administrative expenses decreased by 6% to HKD 29,311,000, mainly due to further cost control measures in the operating environment[19]. - The group incurred financing costs of HKD 1,171,000 for the six months ended June 30, 2021, a decrease of 42% from HKD 2,020,000 in the same period of 2020[142]. Investment Performance - The net realized and unrealized gains from the investment portfolio amounted to HKD 41,894,000, compared to a net loss of HKD 24,610,000 in the same period last year[8]. - The group recorded a net income of HKD 41,894,000 from financial instruments for the six months ended June 30, 2021, compared to a net loss of HKD 24,610,000 in 2020[30]. - The group's diversified investment portfolio benefited from global monetary and fiscal policies, leading to a positive investment market atmosphere[29]. - The company is confident in the performance and prospects of its private equity investments, managed by a seasoned manager[62]. - The company plans to expand its investment portfolio, focusing on alternative funds and equity funds to enhance returns[78]. Assets and Liabilities - As of June 30, 2021, the total assets of the group amounted to HKD 695,741,000, an increase from HKD 672,003,000 as of December 31, 2020[83]. - The total liabilities decreased to HKD 42,160,000, down 12.9% from HKD 48,367,000 in the previous period[109]. - The total equity attributable to the owners of the company was HKD 1,227,196,000, an increase of 4.8% from HKD 1,171,126,000 as of December 31, 2020[110]. - Cash and non-pledged deposits as of June 30, 2021, were HKD 136,719,000, down from HKD 150,607,000 as of December 31, 2020[93]. - The capital-to-debt ratio as of June 30, 2021, was 2.1%, down from 3% as of December 31, 2020[93]. Operational Developments - The company implemented cost-saving measures and improved gross margins, resulting in a 32% reduction in total operating losses for the retail fashion and club segments[4]. - The group anticipates a proactive development strategy for the second half of 2021, driven by positive trends in the Hong Kong market and increased foot traffic in stores[24]. - The company has completed the majority of its repair works related to the slope stabilization project, awaiting final approvals from government authorities[97]. - The group has maintained a strong liquidity position despite challenges posed by COVID-19[93]. - The group continues to adopt a prudent strategy in managing cash and handling foreign exchange risks[90]. Corporate Governance - The board of directors believes the company has complied with all corporate governance code provisions during the six months ended June 30, 2021[188]. - The company has implemented a comprehensive code of conduct that all employees, including executive directors, must adhere to[99]. - The company has provided incentives for employees to get vaccinated during the review period[99]. - The interim financial statements for the six months ended June 30, 2021, were reviewed by the external auditor and the audit committee[192]. Market Outlook - The company anticipates continued volatility in financial markets in the second half of 2021, influenced by COVID-19 variants, inflation fluctuations, and geopolitical uncertainties, particularly between China and the US[67]. - The group’s financial performance and liquidity have been negatively impacted by the COVID-19 outbreak, particularly in the retail fashion and club sectors[176].

[Board Report](index=3&type=section&id=Board%20Report) The company's core businesses are investment holding, securities trading, fashion retail, and resort operations, with detailed reviews in other reports [Principal Activities and Business Review](index=3&type=section&id=Principal%20Activities%20and%20Business%20Review) The company's core businesses are investment holding, securities trading, fashion retail, and resort operations, with detailed reviews in other reports - The company's principal activities are investment holding and securities trading, with subsidiaries primarily engaged in wholesale and retail fashion, operating resort and club, investment holding, and securities trading[4](index=4&type=chunk) - Detailed business review, financial performance analysis, future development outlook, key risks, and significant events are available in the CEO's Report on pages 9 to 34[5](index=5&type=chunk) [Results, Dividends, and Financial Summary](index=3&type=section&id=Results%2C%20Dividends%2C%20and%20Financial%20Summary) The Group's 2020 performance is detailed in the consolidated income statement, with no dividend recommended and a five-year summary available - The Board does not recommend any dividend for the year ended December 31, 2020[7](index=7&type=chunk) - As of December 31, 2020, the company had no reserves available for distribution to shareholders[15](index=15&type=chunk) [Major Customers and Suppliers](index=4&type=section&id=Major%20Customers%20and%20Suppliers) The Group has a diversified customer base but concentrated suppliers, with no director interests in top five suppliers - Low customer concentration: The Group's top five customers accounted for less than **10% of total turnover** for the year[16](index=16&type=chunk) - High supplier concentration: The Group's top five suppliers and largest supplier accounted for approximately **77% and 31% of total purchases** for the year, respectively[16](index=16&type=chunk) [Major Shareholders' Interests and Continuing Connected Transactions](index=7&type=section&id=Major%20Shareholders%27%20Interests%20and%20Continuing%20Connected%20Transactions) Major shareholders indirectly hold 44.28% of shares, with continuing connected office lease transactions reviewed and approved Major Shareholders' Interests | Name | Capacity | Number of Shares Held | Percentage of Issued Shares | | :--- | :--- | :--- | :--- | | Diamond Leaf Limited | Beneficial Owner | 162,216,503 | 9.83% | | Solution Bridge Limited | Beneficial Owner | 408,757,642 | 24.76% | | Parasia Limited | Interest in Controlled Corporation | 570,974,145 | 34.59% | | Sum Ming Limited | Interest in Controlled Corporation | 570,974,145 | 34.59% | | Mr. Chan Wai Tong | Trustee | 730,974,145 | 44.28% | | Mr. Chong Yat Kit | Trustee | 730,974,145 | 44.28% | | Mr. Wong Tak Wai | Trustee | 730,974,145 | 44.28% | - The company entered into office lease agreements with companies controlled by major shareholders. As of the end of 2020, the actual annual payment was **HK$3,183,174**, not exceeding the annual cap. This transaction was confirmed by independent non-executive directors and auditors as fair, reasonable, and in the overall interest of shareholders[38](index=38&type=chunk)[39](index=39&type=chunk) [CEO's Report](index=10&type=section&id=CEO%27s%20Report) This report provides an overview of the Group's financial performance, business operations, key risks, liquidity, and future strategies [Overview and Financial Review](index=10&type=section&id=Overview%20and%20Financial%20Review) In 2020, profit attributable to shareholders decreased to HK$11.88 million due to COVID-19, but club property rezoning brought a HK$30.31 million revaluation reversal Financial Performance Summary | Financial Indicator | 2020 (HK$ thousand) | 2019 (HK$ thousand) | | :--- | :--- | :--- | | Net Profit Attributable to Shareholders | 11,881 | 46,197 | | Earnings Per Share | 0.72 HK cents | 2.80 HK cents | | Operating Loss/Profit | (16,129) | 49,202 | | Fashion Retail Business Loss | (36,260) | (11,126) | | Club Business Loss | (14,518) | (14,342) | | Investment Segment Profit | 36,933 | 81,062 | - Positive factor: The application to rezone the Tsuen Wan club property from "Sports and Recreation Club" to residential use was approved in September 2020, a significant milestone[50](index=50&type=chunk) - Due to rezoning approval, the club property was revalued at its "highest and best" use, resulting in a revaluation deficit reversal of **HK$30.308 million**, with a property valuation of **HK$281 million**[58](index=58&type=chunk) [Business Review](index=14&type=section&id=Business%20Review) The Group's three core businesses showed mixed performance in 2020, with fashion retail and club operations facing challenges, while financial investments performed robustly [Retail Fashion](index=14&type=section&id=Retail%20Fashion) COVID-19 severely impacted fashion retail, causing physical store sales to drop 34%, but online business grew 217%, partially offsetting the decline - Impacted by the pandemic, visitor arrivals to Hong Kong plummeted, and the retail market relied solely on local consumption[69](index=69&type=chunk) - SWANK's online business sales volume increased by **217%** compared to 2019, with its sales mix contribution rising from **3% to 14%**[69](index=69&type=chunk) - Paule Ka's business was severely hit due to the lack of tourists at its Harbour City store, with overall sales volume decreasing by **25%**[71](index=71&type=chunk) [Operating Resort and Club](index=15&type=section&id=Operating%20Resort%20and%20Club) Riviera Country Club revenue declined 57% to HK$6.24 million due to COVID-19 restrictions, resulting in operating losses despite rezoning approval Riviera Country Club Performance | Indicator | 2020 (HK$ thousand) | 2019 (HK$ thousand) | | :--- | :--- | :--- | | Revenue | 6,239 | 14,617 | | Operating Loss (before impairment) | (13,468) | (14,342) | - Revenue decline primarily due to government-mandated social distancing and other restrictions during the COVID-19 pandemic, leading to cancellations or postponements of banquets and weddings[74](index=74&type=chunk) [Financial Instrument Investments](index=15&type=section&id=Financial%20Instrument%20Investments) The investment portfolio, with a HK$672 million carrying value, generated a net gain of HK$54.2 million (6.88% return) through diversified, professionally managed funds Investment Portfolio Metrics | Investment Portfolio Indicator | 2020 | 2019 | | :--- | :--- | :--- | | Total Carrying Value | HK$672 million | HK$695 million | | Percentage of Total Assets | 54.7% | 66.4% | | Net Investment Gain | HK$54.2 million | HK$98.28 million | | Investment Return Rate | 6.88% | - | - Investment strategy: Reduced investments in individual listed shares and corporate bonds, increased investment proportion in unit stock and fixed income fund portfolios managed by professional asset managers, and established two discretionary investment portfolios[76](index=76&type=chunk)[111](index=111&type=chunk) - The investment portfolio is primarily divided into five categories: (A) marketable fund investments; (B) discretionary investment portfolios; (C) direct listed securities investments; (D) corporate bonds; and (E) private equity funds and mezzanine loan funds[77](index=77&type=chunk) [Key Risks and Uncertainties](index=27&type=section&id=Key%20Risks%20and%20Uncertainties) The Group faces business risks in retail and club operations, financial investment risks, and challenges in strategy, cybersecurity, and talent retention - Retail fashion business risks: Facing risks of suppliers (e.g., Paule Ka) falling into financial distress, supply chain disruptions, and shipping delays[131](index=131&type=chunk)[132](index=132&type=chunk) - Club business risks: Ongoing COVID-19 restrictions, aging facilities, and uncertainties regarding approvals required for rezoning the club land to residential use[133](index=133&type=chunk)[136](index=136&type=chunk) - Financial investment risks: Primarily include market risks (e.g., interest rate, stock price fluctuations), issuer risk, liquidity risk, and foreign exchange risk. The Group manages risks through a diversified investment portfolio and professional asset managers[137](index=137&type=chunk)[139](index=139&type=chunk) [Liquidity and Financial Position](index=32&type=section&id=Liquidity%20and%20Financial%20Position) As of 2020-end, the Group maintained a robust financial position with HK$151 million cash, a 3.0% gearing ratio, and a 16.3x current ratio Financial Position Metrics | Indicator | December 31, 2020 | December 31, 2019 | | :--- | :--- | :--- | | Cash and Unpledged Deposits | HK$150,607,000 | HK$124,828,000 | | Total Borrowings | HK$6,617,000 | HK$5,236,000 | | Lease Liabilities | HK$28,012,000 | HK$47,388,000 | | Gearing Ratio | 3.0% | 5.4% | | Current Ratio | 16.3 times | 16.3 times | [Outlook and Strategies](index=34&type=section&id=Outlook%20and%20Strategies) Future strategies focus on e-commerce for fashion retail, banquet recovery and property rezoning for the club, and a prudent, diversified investment approach - Fashion retail strategy: Reduce physical store network, focus on developing e-commerce channels, including launching its own online sales platform and collaborating with well-known e-commerce platforms, while enhancing customer experience at multi-brand flagship stores[167](index=167&type=chunk) - Riviera Club strategy: Banquet and conference business is expected to recover in the second half of 2021. Concurrently, actively execute subsequent government requirements for the land rezoning application[169](index=169&type=chunk)[172](index=172&type=chunk) - Investment strategy: Continue to adopt a prudent attitude, holding diversified securities, and investing across different geographies and industries to balance portfolio risk and return[174](index=174&type=chunk) [Directors and Senior Management Profile](index=36&type=section&id=Directors%20and%20Senior%20Management%20Profile) This section details the personal biographies, professional backgrounds, and roles of the company's directors and senior management [Directors and Senior Management Profile](index=36&type=section&id=Directors%20and%20Senior%20Management%20Profile) This section details the personal biographies, professional backgrounds, and roles of the company's directors and senior management - Executive Director and CEO, **Mr. David Charles PARKER**, has extensive senior management experience in financial services, property development, and hospitality[177](index=177&type=chunk) - Non-Executive Chairman, **Mr. Leung Wai Choi**, has many years of banking experience and is a member of the Institute of Chartered Accountants of Scotland[178](index=178&type=chunk) - Senior management includes Chief Financial Officer **Mr. Wong Hon Sum**, Director of Fashion Retail Buying and Merchandising **Ms. Lai Kwok Yee**, and Company Secretary **Ms. Cheng Pui Man**, all possessing deep professional backgrounds in their respective fields[196](index=196&type=chunk)[197](index=197&type=chunk)[198](index=198&type=chunk) [Corporate Governance Report](index=41&type=section&id=Corporate%20Governance%20Report) This report outlines the Group's corporate governance framework, including the Board's composition, committee structures, accountability, audit processes, and shareholder communication [Board of Directors](index=41&type=section&id=Board%20of%20Directors) The Board comprises seven directors, meeting Listing Rules, with separated Chairman and CEO roles, a diversity policy, and regular meetings for strategy and governance - The Board consists of **7 directors**, with independent non-executive directors accounting for over one-third, complying with Listing Rules requirements[201](index=201&type=chunk)[206](index=206&type=chunk) - The roles and responsibilities of the Non-Executive Chairman (**Mr. Leung Wai Choi**) and Chief Executive Officer (**Mr. David Charles PARKER**) are clearly separated to ensure a balance of power[215](index=215&type=chunk) - The Board has adopted a diversity policy, considering gender, age, professional experience, and other factors in its composition[219](index=219&type=chunk) [Board Committees](index=46&type=section&id=Board%20Committees) The Board has five committees with clear mandates, holding meetings to review key financial and operational matters - Audit Committee: Responsible for overseeing financial reporting systems, risk management, and internal controls, held **three meetings** during the year[235](index=235&type=chunk)[236](index=236&type=chunk) - Investment Committee: Responsible for formulating and reviewing investment strategies and policies, held **five meetings** during the year[242](index=242&type=chunk)[243](index=243&type=chunk) - Nomination Committee: Responsible for reviewing the Board's structure and composition, and making recommendations on director appointments, held **two meetings** during the year[244](index=244&type=chunk)[245](index=245&type=chunk) - Remuneration Committee: Responsible for formulating remuneration policies and determining the remuneration of executive directors and senior management, held **one meeting** during the year[248](index=248&type=chunk)[249](index=249&type=chunk) [Accountability and Audit](index=51&type=section&id=Accountability%20and%20Audit) The Board ensures effective risk management and internal controls based on the COSO framework, with an independent internal audit and external auditor RSM Hong Kong - The Board bears overall responsibility for maintaining appropriate and effective risk management and internal control systems, with management responsible for design, implementation, and monitoring[257](index=257&type=chunk) - The Group's internal control model is based on the COSO framework and includes an independent internal audit department that reports directly to the Audit Committee[262](index=262&type=chunk)[270](index=270&type=chunk) Auditor's Remuneration | Service Type | Remuneration (HK$ thousand) | | :--- | :--- | | Audit Services | 1,050 | | Tax Services | 55 | | Other Assurance Services | 225 | | Other Reporting Services | 14 | | **Total** | **1,344** | [Shareholder Communication and Rights](index=55&type=section&id=Shareholder%20Communication%20and%20Rights) The company communicates with shareholders via reports, announcements, and AGMs, clarifying rights for convening meetings and proposing resolutions, with a discretionary dividend policy - The company communicates with shareholders through corporate communications, general meetings, and the company website, ensuring information transparent and timely[280](index=280&type=chunk) - Shareholders holding at least **5% of the total voting rights** can request to convene a general meeting[285](index=285&type=chunk) - The company has adopted a dividend policy but has no preset dividend distribution ratio. Whether to pay dividends is at the Board's discretion, based on the company's financial position, future development needs, and other factors[291](index=291&type=chunk) [Corporate Social Responsibility Report](index=59&type=section&id=Corporate%20Social%20Responsibility%20Report) This report details the Group's commitment to environmental sustainability, social responsibility towards employees, and ethical operating practices [Environmental Sustainability](index=60&type=section&id=Environmental%20Sustainability) The Group reduces its environmental impact through managing emissions, waste, and resource use, implementing energy-saving measures, and complying with regulations Greenhouse Gas Emissions (kg CO2e) | Greenhouse Gas Emissions (kg CO2e) | 2020 | 2019 | | :--- | :--- | :--- | | Scope 1 (Direct Emissions) | 174,465 | 342,450 | | Scope 2 (Energy Indirect Emissions) | 694,905 | 975,463 | | Scope 3 (Other Indirect Emissions) | 43,667 | 87,429 | | **Total Emissions** | **913,037** | **1,405,342** | Resource Consumption | Resource Consumption | Unit | 2020 | 2019 | | :--- | :--- | :--- | :--- | | Electricity | kWh | 1,318,341 | 1,837,933 | | Water | cubic meters | 18,107 | 26,755 | | Diesel | liters | 17,110 | 23,988 | | LPG | kg | 14,964 | 31,545 | - The Group has issued "Environmental Guidelines" covering paper consumption, energy saving, and office stationery use, encouraging employees to practice environmentally friendly behaviors in their daily work[311](index=311&type=chunk)[312](index=312&type=chunk) [Social Sustainability](index=66&type=section&id=Social%20Sustainability) The Group prioritizes employees, adhering to labor laws, providing competitive benefits, ensuring health and safety, offering training, and prohibiting child or forced labor - As of December 31, 2020, the Group had **130 employees**, of whom **65.4% were female** and **34.6% were male**. By age, employees over **50 years old accounted for the highest proportion at 48.4%**[330](index=330&type=chunk)[331](index=331&type=chunk) - The Group promotes anti-discrimination and equal opportunity principles, ensuring employee decisions are not influenced by irrelevant factors such as gender, race, or age[328](index=328&type=chunk) - In response to COVID-19, the Group implemented various measures to protect employee health and safety, including providing masks, conducting temperature checks, and implementing work-from-home arrangements[334](index=334&type=chunk) [Operating Practices](index=70&type=section&id=Operating%20Practices) The Group emphasizes sustainable supply chain management, product responsibility, customer data privacy, anti-corruption, and community engagement - Supply chain management: Fashion retail business suppliers are mainly from Europe (**53 out of 55**), and all **58 suppliers** for the club business are located in Hong Kong. The Group selects and evaluates suppliers to ensure they meet quality and social responsibility requirements[347](index=347&type=chunk)[348](index=348&type=chunk)[350](index=350&type=chunk) - Product and service responsibility: SWANK and Riviera have both implemented a series of anti-epidemic measures to ensure the safety and hygiene of customers and members. During the year, the Group received fewer than **five product quality complaints**, all of which were resolved[351](index=351&type=chunk)[353](index=353&type=chunk)[355](index=355&type=chunk) - Anti-corruption: The Group has established a code of conduct to prevent bribery, extortion, fraud, and money laundering, requiring employees to submit annual compliance declarations. An internal whistleblowing policy is also in place to protect whistleblowers[361](index=361&type=chunk)[364](index=364&type=chunk) [Independent Auditor's Report](index=75&type=section&id=Independent%20Auditor%27s%20Report) RSM Hong Kong issued an unqualified opinion on the 2020 consolidated financial statements, highlighting fair value of club property and inventory provisions as key audit matters [Independent Auditor's Report](index=75&type=section&id=Independent%20Auditor%27s%20Report) RSM Hong Kong issued an unqualified opinion on the 2020 consolidated financial statements, highlighting fair value of club property and inventory provisions as key audit matters - Auditor's Opinion: We are of the opinion that the consolidated financial statements give a true and fair view of the consolidated financial position of your Group as at 31 December 2020 and of its consolidated financial performance and consolidated cash flows for the year then ended in accordance with Hong Kong Financial Reporting Standards and have been properly prepared in compliance with the Hong Kong Companies Ordinance[368](index=368&type=chunk) - Key Audit Matter 1: Fair value of club property. Due to rezoning approval obtained during the year, the property's highest and best use changed to residential, and its fair value assessment involves significant judgment and estimation[370](index=370&type=chunk)[372](index=372&type=chunk)[373](index=373&type=chunk) - Key Audit Matter 2: Inventory provision. The assessment of inventory provision involves judgment and estimation based on current market conditions and past experience regarding inventory age and estimated net realizable value[370](index=370&type=chunk)[377](index=377&type=chunk) [Financial Statements](index=80&type=section&id=Financial%20Statements) This section presents the Group's consolidated financial statements, including the statement of profit or loss, financial position, cash flows, and detailed explanatory notes [Consolidated Statement of Profit or Loss](index=80&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss) For 2020, revenue was HK$105 million, with an operating loss of HK$16.13 million, but a HK$30.31 million property revaluation reversal led to a HK$11.88 million profit Consolidated Statement of Profit or Loss | Item | 2020 (HK$ thousand) | 2019 (HK$ thousand) | | :--- | :--- | :--- | | Revenue | 104,977 | 131,841 | | Gross Profit | 65,558 | 87,388 | | Operating Profit/(Loss) | (16,129) | 49,202 | | Profit Before Tax | 11,783 | 46,157 | | Profit for the Year | 11,783 | 46,157 | | Profit Attributable to Owners of the Company | 11,881 | 46,197 | [Consolidated Statement of Financial Position](index=82&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of 2020-end, total assets increased to HK$1.229 billion, with net assets at HK$1.171 billion, driven by club property revaluation Consolidated Statement of Financial Position | Item | December 31, 2020 (HK$ thousand) | December 31, 2019 (HK$ thousand) | | :--- | :--- | :--- | | **Non-Current Assets** | **439,501** | **228,401** | | Property, Plant and Equipment | 288,084 | 69,212 | | **Current Assets** | **789,011** | **819,838** | | Financial Assets at Fair Value Through Profit or Loss | 593,481 | 627,148 | | Cash and Bank Balances (including time deposits) | 150,607 | 124,828 | | **Total Assets** | **1,228,512** | **1,048,239** | | **Current Liabilities** | **48,367** | **50,383** | | **Non-Current Liabilities** | **9,573** | **28,012** | | **Total Liabilities** | **57,940** | **78,395** | | **Net Assets** | **1,170,572** | **969,844** | | Equity Attributable to Owners of the Company | 1,171,126 | 970,495 | [Consolidated Statement of Cash Flows](index=85&type=section&id=Consolidated%20Statement%20of%20Cash%20Flows) In 2020, net cash from operations was HK$68.05 million, with net outflows from investing and financing, resulting in a HK$15.14 million cash increase Consolidated Statement of Cash Flows | Item | 2020 (HK$ thousand) | 2019 (HK$ thousand) | | :--- | :--- | :--- | | Net Cash from Operating Activities | 68,050 | 24,332 | | Net Cash Used in Investing Activities | (33,162) | (707) | | Net Cash Used in Financing Activities | (19,752) | (19,944) | | Net Increase in Cash and Cash Equivalents | 15,136 | 3,681 | | Cash and Cash Equivalents at December 31 | 140,022 | 124,828 | [Notes to the Consolidated Financial Statements](index=87&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) These notes detail accounting policies, key judgments, and financial data, highlighting investment business profitability and related party transactions - Segment information: Investment business is the main source of profit (**HK$36.93 million profit**), while wholesale and retail fashion business (**HK$36.26 million loss**) and operating resort and club business (**HK$14.52 million loss**) both recorded losses[573](index=573&type=chunk) - Revenue composition: Sales of fashion and accessories revenue was **HK$68.61 million**, a **28% year-on-year decrease**; resort and club business revenue was **HK$6.24 million**, a **57% year-on-year decrease**; investment-related dividend and interest income was **HK$30.12 million**, a **36% year-on-year increase**[581](index=581&type=chunk) - Related party transactions: During the year, office lease expenses, property management fees, and air conditioning fees totaling **HK$3.181 million** were paid to related companies controlled by major shareholders[683](index=683&type=chunk) [Five-Year Financial Summary](index=154&type=section&id=Five-Year%20Financial%20Summary) This section provides a summary of the Group's key financial data for five consecutive fiscal years from 2016 to 2020 [Five-Year Financial Summary](index=154&type=section&id=Five-Year%20Financial%20Summary) This section provides a summary of the Group's key financial data for five consecutive fiscal years from 2016 to 2020 Five-Year Financial Summary | Item (HK$ thousand) | 2020 | 2019 | 2018 | 2017 | 2016 | | :--- | :--- | :--- | :--- | :--- | :--- | | **Results** | | | | | | | Revenue | 104,977 | 131,841 | 142,110 | 159,450 | 167,119 | | Profit/(Loss) Attributable to Owners of the Company | 11,881 | 46,197 | (73,097) | (6,505) | (3,935) | | **Assets and Liabilities** | | | | | | | Total Assets | 1,228,512 | 1,048,239 | 952,107 | 1,033,188 | 1,052,142 | | Total Liabilities | (57,940) | (78,395) | (28,336) | (35,024) | (39,048) | [Company Information](index=155&type=section&id=Company%20Information) This section provides basic company information for ENM Holdings Limited, including board members, auditor, registered office, and stock code [Company Information](index=155&type=section&id=Company%20Information) This section provides basic company information for ENM Holdings Limited, including board members, auditor, registered office, and stock code - Company Name: **ENM Holdings Limited**[1](index=1&type=chunk) - Stock Code: **00128** (The Stock Exchange of Hong Kong Limited)[696](index=696&type=chunk) - Auditor: **RSM Hong Kong**[696](index=696&type=chunk)

Financial Performance - The company reported a loss attributable to shareholders of HKD 60,895,000 for the first half of 2020, compared to a profit of HKD 45,726,000 in the same period of 2019, marking a significant downturn [4]. - The company's total comprehensive income decreased by 16% to HKD 56,080,000, down from HKD 66,470,000 in 2019, largely due to the decline in retail and club revenues [10]. - The company incurred an operating loss of HKD 58,898,000, compared to an operating profit of HKD 46,192,000 in 2019, reflecting the adverse effects of the pandemic [4]. - The company recorded a loss per share of HKD 0.0369, compared to earnings per share of HKD 0.0277 in the previous year [4]. - The company recorded a net loss attributable to shareholders of approximately HKD 61 million for the six months ended June 30, 2020, a decrease from the previously anticipated loss of HKD 87 million [15]. - The group reported a net loss of HKD 12,273 million for the period ending June 30, 2020, compared to a loss of HKD 2,428 million for the same period in the previous year, reflecting a deterioration in financial performance [78]. - The company reported a total comprehensive loss of HKD (60,918) thousand for the six months ended June 30, 2020, compared to a profit of HKD 45,695 thousand in the same period of 2019 [150]. Revenue and Sales - Revenue from the fashion retail business decreased by 31% to HKD 34,861,000, down from HKD 50,473,000 in 2019, primarily due to weakened consumer sentiment and COVID-19 restrictions [10]. - The club business revenue fell by 54% to HKD 3,522,000, compared to HKD 7,662,000 in the previous year, severely impacted by the pandemic and related restrictions [7]. - Retail sales for physical stores dropped by 38%, while overall sales decline was reduced to 31%, driven by stable sales from the Paule Ka franchise and a significant increase of 523% in online sales [19]. - The Swank women's store experienced a 32% decline in sales compared to the previous year, while the Paule Ka franchise's total sales decreased by 0.2% [19]. - The revenue from wholesale and retail fashion and accessories was HKD 34,861 thousand, down 30.9% from HKD 50,473 thousand in the previous year [152]. - The revenue from the resort and club operations was HKD 3,522 thousand, a decline of 54.8% compared to HKD 7,662 thousand in 2019 [152]. Investment Performance - Investment-related losses amounted to HKD 33,612,000, a stark contrast to a profit of HKD 54,350,000 in the previous year, due to declines in asset prices [5]. - The group recorded a net loss of HKD 24,610,000 from financial instrument investments for the six months ended June 30, 2020, compared to a net income of HKD 63,629,000 in the previous year [31]. - The securities investment portfolio recorded a net loss of HKD 24,078,000 (or 4.8%) for the six months ended June 30, 2020, compared to a net income of HKD 44,361,000 in 2019 [34]. - The group experienced a fair value loss of HKD 10,630 million during the period, compared to a loss of HKD 18,527 million in the previous year, showing an improvement in investment performance [79]. - The group has capital commitments of HKD 15,190,000 for capital injections to non-listed funds as of June 30, 2020, down from HKD 20,396,000 in the previous year [194]. Cost Management - The company implemented cost-cutting measures and received government support under the Employment Support Scheme, but still faced significant operational challenges [7]. - The company's sales and distribution expenses increased by 13% to HKD 20,461,000, compared to HKD 18,120,000 in 2019, primarily due to increased rental expenses and internet sales commissions [12]. - Administrative expenses decreased by 6% to HKD 31,184,000 from HKD 33,289,000 in 2019, attributed to cost control measures in response to the challenging operating environment [14]. - Operating costs were reduced due to rental concessions from landlords and government subsidies, with travel expenses decreasing by 59% due to the inability to procure products physically [20]. Future Outlook - The company anticipates ongoing challenges due to the resurgence of COVID-19 and has lost confidence in the government's handling of the situation, impacting future operations [20]. - The group plans to focus on local members and small-scale private events to increase revenue and recover costs [24]. - The company anticipates continued volatility in financial markets in the second half of 2020, influenced by the pandemic, monetary and fiscal policy responses, and geopolitical uncertainties [72]. - Future outlook remains cautious due to market volatility, with management emphasizing the need for strategic adjustments in investment approaches [78]. Employee and Operational Metrics - Total employee costs for the six months ended June 30, 2020, were approximately HKD 24,392,000, compared to HKD 26,618,000 for the same period in 2019 [100]. - The company has a total of 133 employees as of June 30, 2020, down from 137 employees a year earlier [100]. - The group recognized COVID-19 related rent concessions amounting to HKD 1,608,000 in profit or loss during the reporting period [129]. Financial Position - As of June 30, 2020, the total book value of the company's securities investment portfolio was HKD 434,444,000, representing approximately 44.4% of the total assets [34]. - The company's total assets as of June 30, 2020, were valued at HKD 69,779 million, a decrease from HKD 694,725 million in the previous year [85]. - The company's debt-to-equity ratio was 4.3% as of June 30, 2020, compared to 5.4% on December 31, 2019 [94]. - The current ratio remained strong at 14.3 times as of June 30, 2020, down from 16.3 times on December 31, 2019 [94].

Financial Performance - The company recorded a profit in 2019, a significant turnaround from a loss attributable to shareholders in 2018, primarily due to a substantial rebound in global securities markets[44]. - The company reported a net profit attributable to shareholders of HKD 46,197,000 for the year ended December 31, 2019, compared to a net loss of HKD 73,097,000 in the previous year[45]. - The operating profit after administrative expenses was HKD 49,202,000, a significant improvement from an operating loss of HKD 70,192,000 in 2018[45]. - The company's total revenue decreased by 7% to HKD 131,841,000, primarily due to ongoing social unrest in Hong Kong affecting fashion retail sales[51]. - The gross profit decreased by 5% to HKD 87,388,000, while the gross profit margin improved to 66%, up approximately 2% from the previous year[52]. - The company reported a net income of 7.4% for the fiscal year ending December 31, 2019[110]. Investment Portfolio - The investment portfolio achieved realized and unrealized net gains, attributed to prudent asset allocation and manager selection[44]. - The investment portfolio generated a realized and unrealized net gain of HKD 98,284,000, a turnaround from a net loss of HKD 33,332,000 in 2018[46]. - The total book value of the group's financial instrument investment portfolio was HKD 694.725 million as of December 31, 2019, representing approximately 66% of total assets[63]. - The fair value of the group's marketable securities investment portfolio was HKD 460.487 million, representing 44% of total assets, with a net income of HKD 60.496 million for the year[67]. - The company aims to reduce investments in individual listed shares and corporate bonds while increasing investments in professionally managed funds[105]. Operational Challenges - Social unrest beginning in June 2019 severely impacted the tourism industry and local consumption, significantly affecting the company's operations in the second half of the year[44]. - The company faced significant risks and uncertainties, which are discussed in the CEO's report[5]. - The company is facing pressure on gross margins and profitability due to high rental costs and competition from low-priced online retailers[124]. - The company is exposed to market risks, including fluctuations in interest rates, stock prices, and foreign exchange rates, which could significantly impact investment valuations[130]. Corporate Governance - The company maintains high standards of corporate governance to enhance shareholder value and protect stakeholder interests, adhering to the corporate governance code throughout the year ended December 31, 2019[185]. - The board currently consists of six directors, including the CEO and independent non-executive directors, ensuring a diverse governance structure[186]. - All independent non-executive directors have confirmed their independence in accordance with the listing rules as of the report date[193]. Shareholder Information - The company reported no dividends for the fiscal year ending December 31, 2019[7]. - The company has no reserves available for distribution to shareholders as of December 31, 2019[15]. - Major shareholders include Solution Bridge Limited with 24.76% and Diamond Leaf Limited with 9.83% of the company's issued shares[31]. Future Outlook - The company anticipates optimistic revenue prospects for the second half of 2020, contingent on the containment of the COVID-19 pandemic and its economic impacts[157]. - The company plans to expand its market presence, targeting a 5% increase in overall market share in the upcoming fiscal year[110]. - The company is exploring potential acquisitions to diversify its portfolio, with a focus on technology and healthcare sectors[110]. Risk Management - The company is implementing cautious foreign exchange hedging strategies to manage risks associated with currency fluctuations[124]. - The company has recognized the risk of talent retention due to market competition and is committed to providing competitive compensation and training opportunities[137]. - The company has established a disaster recovery system within its IT infrastructure to support business continuity in case of operational disruptions[140].

Financial Performance - The company reported a profit attributable to shareholders of HKD 45,726,000 for the six months ended June 30, 2019, compared to a net loss of HKD 18,153,000 in the same period of 2018, marking a significant turnaround [5]. - Total comprehensive income for the period was HKD 45,695,000, compared to a loss of HKD 18,189,000 in the same period last year [5]. - The company's total revenue decreased by 7% to HKD 66,470,000, down from HKD 71,764,000 in 2018, primarily due to a reduction in sales points and a weak consumer market [9]. - Gross profit fell to HKD 44,531,000, a decrease of 5%, while the gross profit margin improved to 67%, up approximately 2% from the previous year [9]. - Operating profit increased significantly to HKD 46,192,000 from a loss of HKD 26,590,000 in the previous year [97]. - Net profit for the period was HKD 45,695,000, compared to a loss of HKD 18,189,000 in 2018, indicating a turnaround in profitability [98]. - Basic earnings per share improved to HKD 2.77 cents from a loss of HKD 1.10 cents [97]. - Total comprehensive income for the period was HKD 45,681,000, compared to a loss of HKD 19,304,000 in the prior year [98]. Investment Performance - The investment portfolio generated a realized and unrealized net gain of HKD 63,629,000, a substantial increase from a net loss of HKD 7,977,000 in the prior year [6]. - The group recorded a net profit of HKD 63,629,000 from financial instruments investments before general and administrative expenses for the six months ended June 30, 2019, compared to a net loss of HKD 7,977,000 in 2018 [22]. - Dividend income surged by 873% to HKD 6,838,000, compared to HKD 703,000 in the previous year [8]. - The total fair value of the company's securities investment portfolio as of June 30, 2019, was HKD 497,766,000, representing approximately 49.4% of the total assets [25]. - The net profit from the securities investment portfolio for the six months ended June 30, 2019, was HKD 44,361,000, a significant recovery from a net loss of HKD 1,036,000 in the previous year, reflecting an 8.6% return [25]. - The investment in investment-grade and high-yield bond funds had a fair value of HKD 253,031,000, representing 50.8% of the securities investment portfolio and 25.1% of total assets, yielding a net return of HKD 20,124,000 (8.2%) for the six months [27]. Operational Highlights - The fashion retail business achieved an operating profit of HKD 253,000, recovering from an operating loss of HKD 910,000 in the previous year, despite a 3% decline in same-store sales [6]. - Selling and distribution expenses decreased by 18% to HKD 18,120,000, primarily due to the closure of underperforming stores [10]. - Administrative expenses were reduced by 8% to HKD 33,289,000, attributed to decreased legal and consulting fees [10]. - Overall same-store sales decreased by 3% compared to the first half of 2018, with total sales further declining due to the closure of a store in Taikoo Place [14]. Cash Flow and Liquidity - The net cash inflow from operating activities for the six months ended June 30, 2019, was HKD 16,321,000, compared to a net outflow of HKD 7,374,000 in 2018, representing a significant improvement [105]. - The total cash and cash equivalents at the end of the period were HKD 131,037,000, down from HKD 406,439,000 in 2018, reflecting a decrease of approximately 67.7% [105]. - The company's current ratio as of June 30, 2019, was 25.8 times, slightly down from 27.5 times on December 31, 2018 [83]. - Total borrowings and lease liabilities as of June 30, 2019, were HKD 3,304,000 and HKD 10,270,000 respectively, compared to HKD 3,195,000 and zero on December 31, 2018 [83]. Asset Management - The total fair value of assets was HKD 253,031 million, a decrease from HKD 244,106 million as of December 31, 2018, representing a decline of approximately 3.4% [62]. - The group reported a fair value gain of HKD 15,061 million for the period ending June 30, 2019, compared to HKD 4,801 million in the previous period, reflecting a significant increase of approximately 213% [62]. - The group’s total assets as of June 30, 2019, were valued at HKD 497,766 million, reflecting a stable asset base compared to previous periods [64]. - The fair value of listed equity investments was HKD 67,498,000, while listed debt investments were valued at HKD 43,990,000, and non-listed fund investments totaled HKD 608,589,000 [133]. Governance and Ownership - The company has a significant concentration of ownership, with the top three entities holding over 68% of shares [198]. - The ownership structure indicates potential influence over corporate decisions by major shareholders [198]. - The company’s governance may be impacted by the control exerted by these entities [198]. - The disclosures reflect a complex ownership arrangement that may affect investor perception and market dynamics [198].

Financial Performance - The company reported no dividends for the fiscal year ending December 31, 2018[7]. - The company’s performance and financial results for the year are detailed in the consolidated income statement and other comprehensive income statement[6]. - The net loss attributable to shareholders for the year ended December 31, 2018, was HKD 73,097,000, a significant increase from a net loss of HKD 6,505,000 in the previous year[47]. - Total revenue decreased by 11% to HKD 142,110,000 in 2018, down from HKD 159,450,000 in 2017, primarily due to a decline in overall sales volume from reduced points of sale[55]. - The gross profit decreased by 7% to HKD 91,512,000, with a gross margin of 64%, which is an increase of about 3% compared to the previous year[55]. - The company reported positive results in fashion retail, financial management returns, and investment property revaluation, despite losses from long-term equity investments and club operations[46]. - The club business experienced an increase in losses by HKD 5,661,000, attributed to temporary closures for renovations and staff turnover[52]. - The group's financial instrument investments reported a net loss of HKD 44,542,000, compared to a net gain of HKD 24,442,000 in 2017[58]. - The company recorded a one-time income of HKD 1,073,000 from the reclassification of foreign exchange reserve after the liquidation of a subsidiary in China[52]. - The company recorded a net loss of HKD 7,813,000 on corporate bond investments for the year ending December 31, 2018, with a total book value reduced to HKD 19,147,000[95]. Investment Strategy - The company aims to reduce investments in individual listed stocks and corporate bonds while increasing investments in professionally managed unit trusts and fixed income fund portfolios[101]. - The company plans to allocate a portion of investments to a discretionary investment portfolio managed by an investment bank in Hong Kong, while retaining control over the portfolio[101]. - The investment strategy focuses on capitalizing on growth opportunities in small and medium-sized enterprises benefiting from expanding trade and investment between ASEAN member states and China[99]. - The company expresses confidence in the performance and prospects of its private equity investments, managed by a seasoned manager[98]. - The company has increased its investment in mainly unit stocks and fixed-income funds, establishing a discretionary investment portfolio managed by professional asset managers[123]. Market Conditions - The global economic outlook deteriorated during the reporting year, impacting financial markets, particularly in the second half[46]. - The investment market is expected to remain volatile in 2019, with anticipated global economic growth and corporate earnings slowing down due to uncertainties like the US-China trade conflict and Brexit[147]. - The company faces challenges in the retail fashion market due to limited suitable locations and high rental costs in major shopping centers[116]. - The luxury fashion retail market in Hong Kong continued to grow, although the performance in the second half was weaker than in the first half[46]. Corporate Governance - The company has adopted a corporate governance manual to enhance transparency and shareholder value[171]. - The board consists of seven directors, including two executive directors and four independent non-executive directors, ensuring compliance with listing rules[172]. - The company has maintained compliance with all corporate governance codes as per the listing rules for the year ending December 31, 2018[171]. - The board has adopted a diversity policy to enhance performance, considering factors such as gender, age, cultural background, and professional experience[185]. - The company has established five board committees: Audit, Corporate Governance, Investment, Nomination, and Remuneration, each with clear responsibilities and resources[199]. Employee Management - The company is committed to retaining employees through training and attractive performance indicators to address the competitive labor market[117]. - The total employee cost was approximately HKD 53,349,000, a decrease of 9.3% from HKD 59,005,000 in 2017[142]. - The group had 134 employees as of December 31, 2018, down from 158 employees a year earlier, indicating a reduction of 15.2%[142]. Risk Management - The company faced significant risks and uncertainties, which are discussed in the CEO's report[5]. - The company has implemented comprehensive information security measures, including new-generation firewalls and regular data backups, to mitigate cyber risks[126]. - The company has adopted a prudent strategy for cash management and foreign exchange risk, including the use of forward foreign exchange contracts[131]. Shareholder Information - The company has no reserves available for distribution to shareholders as of December 31, 2018[15]. - The company confirmed that the ongoing related party transactions were conducted on normal commercial terms and were in the best interest of shareholders[38]. - The company has maintained the public float as required by the listing rules[43]. Leasing and Operational Costs - The company entered into a lease agreement (Lease Agreement II) for office space at a monthly rent of HKD 218,778, effective from December 1, 2018, to November 30, 2021[37]. - The actual payment under Lease Agreement II for the year ended December 31, 2018, was HKD 60,179, which did not exceed the annual cap set by the company[37]. - The company is monitoring leasing costs through regular market surveys and rent benchmarking tests to support sales efficiency[120]. Future Plans - The company aims to enhance supply chain efficiency to reduce inventory levels and improve sales rates before discount periods to maintain profit margins[120]. - The company plans to continue diversifying its investment portfolio to balance risk and return amid market volatility caused by factors such as U.S. interest rate hikes and U.S.-China trade tensions[123]. - The company plans to enhance its online sales platform and collaborate with e-retailers to expand sales channels[144].