Financial Performance - The group's total revenue increased by 28% to HKD 120,836,000 in 2023, compared to HKD 94,387,000 in 2022[39]. - Operating loss for the group was HKD 18,561,000, a reduction of 88% from HKD 149,800,000 in 2022[39]. - The net loss before tax (excluding one-off items) was HKD 13,295,000, down 91% from HKD 151,152,000 in 2022[39]. - The total loss attributable to shareholders was HKD 19,747,000, an 87% decrease from HKD 150,663,000 in 2022[43]. - The loss per share improved to HKD 1.20, down from HKD 9.13 in 2022, reflecting an 87% reduction[43]. - The overall gross profit margin for the group improved to 56.9% from 56.4% in 2022, driven by higher-margin wedding revenue[46]. - The total revenue for the year ended December 31, 2023, was HKD 174,119 thousand, reflecting a 15.8% increase compared to the previous year[76]. Business Operations - The company’s main business includes investment holding and securities trading, with subsidiaries involved in retail fashion and operating holiday centers[3]. - The company plans to cease operations of the vacation center and club business starting June 16, 2024, to improve future financial performance[41]. - The group plans to reduce the number of brands sold under its retail segment to improve profitability and manage inventory more effectively[122]. - Customer relationship management will be a key focus for the upcoming year to enhance customer loyalty and service quality[122]. - The club will cease operations on June 16, 2024, while continuing to provide existing services until June 15, 2024[52]. Investment Strategy - The group's investment strategy has been adjusted in response to market conditions, leading to satisfactory returns in a recovering fixed income and equity market[55]. - The group aims to minimize direct investments in individual listed securities and increase investments in professionally managed unit trusts and bond funds[70]. - The investment strategy focuses on diversifying the portfolio through reputable international financial institutions managing discretionary investment portfolios[70]. - The group does not use leverage in investments and avoids speculative derivative investments to mitigate high-risk exposure[102]. - The investment portfolio faces various market risks due to tightening monetary policies by central banks, leading to significant volatility in bond and stock markets[101]. Corporate Governance - The board emphasized the importance of corporate governance and compliance with all relevant regulations, ensuring transparency and accountability[144]. - The company has appointed at least one independent non-executive director to all board committees to ensure independent perspectives[152]. - The board has confirmed compliance with listing rules regarding the composition of the audit, corporate governance, and remuneration committees[150]. - The company has implemented mechanisms to ensure independent views are obtained in board decisions[156]. - The board's independence is crucial for good corporate governance, with independent non-executive directors making up at least one-third of the board[151]. Risk Management - The company is committed to ensuring compliance with all relevant laws and regulations, with regular reviews and training provided to management and staff[118]. - Financial risks include foreign exchange, price, credit, liquidity, and interest rate risks, with ongoing assessments of these risks and related policies[108]. - The group has established a disaster recovery system within its IT infrastructure to ensure business continuity in case of disruptions[109]. - The board is responsible for maintaining an effective risk management and internal control system[198]. - The group continuously enhances risk management as part of its daily operations, linking it with corporate strategy[199]. Employee and Social Responsibility - The total employee cost for the year ended December 31, 2023, was approximately HKD 49,928,000, an increase from HKD 47,702,000 in 2022[121]. - The company has a commitment to corporate social responsibility and environmental stewardship[34]. - The management team highlighted a commitment to sustainability initiatives, aiming to reduce carbon emissions by 30% over the next five years[144]. - The company is committed to hiring a gender-diverse management team to create a pipeline for future female senior management and potential board successors[167]. - The board currently has 40% female members, with 2 out of 5 directors being women[166].

Financial Performance - Revenue for the year 2023 reached HKD 120,836,000, an increase from HKD 94,387,000 in 2022, representing a growth of approximately 28%[2] - Gross profit for 2023 was HKD 68,776,000, compared to HKD 53,265,000 in 2022, indicating a gross margin improvement[2] - The company reported a net loss before tax of HKD 19,384,000 for 2023, a significant reduction from a loss of HKD 151,152,000 in the previous year[3] - Basic loss per share for 2023 was HKD 1.20, compared to HKD 9.13 in 2022, reflecting a substantial improvement in financial performance[3] - The group reported a total loss of HKD 19,384,000 for the year ending December 31, 2023, compared to a loss of HKD 151,152,000 in the previous year[25] - The cumulative loss for the group reached HKD 1,226,075,000 as of December 31, 2023, compared to HKD 1,206,328,000 in the previous year[28] - The overall operating loss for the year was HKD 18,561,000, a substantial improvement of 88% from HKD 149,800,000 in the previous year[96] - The company reported a net loss attributable to shareholders of HKD 19,747,000, down 87% from HKD 150,663,000 in the prior year[126] Assets and Liabilities - Non-current assets decreased to HKD 482,428,000 in 2023 from HKD 556,953,000 in 2022, primarily due to depreciation and impairment losses[6] - Current assets totaled HKD 621,907,000 in 2023, slightly down from HKD 628,958,000 in 2022, with inventory decreasing from HKD 22,511,000 to HKD 11,925,000[6] - The company’s total liabilities remained stable at HKD 36,728,000 in 2023, compared to HKD 36,000,000 in 2022[6] - The net asset value decreased to HKD 1,067,607,000 in 2023 from HKD 1,142,015,000 in 2022, indicating a decline in overall equity[6] - The total equity attributable to the company's shareholders decreased to HKD 1,068,364,000 from HKD 1,143,130,000 year-over-year[28] - The total assets of the company as of December 31, 2022, were HKD 1,185,911,000, while total liabilities amounted to HKD (38,014,000)[46] Revenue Segments - Retail apparel and accessories revenue for 2023 was HKD 86,867,000, up from HKD 71,304,000 in 2022, representing a growth of approximately 21.8%[49] - Revenue from food and beverage services at the resort and club business was HKD 934,000 for 2023, compared to HKD 2,283,000 in 2022, indicating a decline of about 59.0%[49] - Revenue from retail fashion and accessories was HKD 86,867,000, while income from investment was HKD 21,164,000, indicating strong performance in both segments[78] - The group's vacation center and club business recorded a revenue increase of 57% to HKD 12,805,000, driven by the lifting of social distancing measures[98] Investment Performance - The investment segment reported a profit of HKD 10,027,000, a significant turnaround from a loss of HKD 114,952,000 in 2022, marking a 109% improvement[96] - The investment portfolio's total book value as of December 31, 2023, was HKD 306,572,000, representing approximately 27.8% of the group's total assets[139] - The investment strategy includes four main types: money market investments, investment-grade and high-yield bond funds, enhanced yield funds, and equity funds[164] - The investment portfolio's fair value for bond funds was HKD 174,119,000, representing approximately 56.9% of the investment portfolio's book value and 15.8% of the group's total assets[165] Operational Efficiency - The company is committed to enhancing its operational efficiency and exploring new market opportunities to drive future growth[9] - The company has implemented strict cost management measures across all business segments, leading to a significant reduction in operating losses compared to the previous year[123] - The company has focused on reducing the number of merchandise brands to retain only the most popular ones, aiming to decrease seasonal inventory[179] - The group has implemented cost-reduction measures in the second half of 2023, including restructuring roles instead of replacing staff, leading to a more streamlined organization[156] Future Outlook - The company plans to cease operations of the resort and club business effective June 16, 2024, to improve future financial performance[124] - The company plans to continue expanding its market presence and investing in new technologies to drive future growth[78] - The retail market recovery in 2023 was below expectations, and the group anticipates continued challenges in 2024 due to uncertainties in the Hong Kong and China economic recovery[156] - The company continues to evaluate new strategies for market expansion and product development in response to changing market conditions[52] Compliance and Governance - The financial statements have been audited and confirmed consistent by external auditors, ensuring compliance with applicable financial reporting standards[9] - The group has not yet adopted the new accounting standards effective from January 1, 2024, which include revisions to liabilities classification and lease liabilities[19] - The company has maintained compliance with all corporate governance rules as per the listing rules during the fiscal year[185]

Financial Performance - Total revenue for the six months ended June 30, 2023, was HKD 60,850,000, representing a 48.5% increase from HKD 40,966,000 in the same period of 2022[114]. - Gross profit for the same period was HKD 37,944,000, up 77.3% from HKD 21,426,000 year-on-year[114]. - The loss attributable to shareholders for the first half of 2023 was HKD 8,548,000, significantly reduced from a loss of HKD 111,060,000 in the previous year, marking a 92% improvement[40]. - Operating loss decreased to HKD 7,849,000 from HKD 110,917,000, showing significant improvement[114]. - The net loss for the period was HKD 8,174,000, compared to a net loss of HKD 111,511,000 in the previous year, indicating a recovery[116]. - The group reported a net loss of HKD 3,443,000 for the six months ended June 30, 2023, significantly reduced from a loss of HKD 82,223,000 in the same period of 2022[168]. Revenue Segmentation - Revenue from external customers for the six months ended June 30, 2023, was 60,850 thousand HKD, with contributions of 43,867 thousand HKD from retail fashion, 6,323 thousand HKD from operating holiday centers and clubs, and 10,660 thousand HKD from investments[162]. - The retail fashion and accessories segment generated revenue of HKD 43,867,000, up 38% from HKD 31,853,000 in the prior year[40]. - The vacation center and club business saw revenue increase by 107% to HKD 6,323,000, compared to HKD 3,054,000 in the previous year[40]. - Sales revenue for the brand "Paule Ka" increased nearly 40% in the first half of 2023, benefiting from the easing of COVID-19 restrictions and the return of travelers[51]. Investment Performance - The group recorded total revenue of HKD 60,850,000 for the first half of 2023, an increase of 49% compared to HKD 40,966,000 in the same period last year[37]. - The group achieved a net fair value gain of HKD 300,000 from investment properties, compared to no gain in the previous year[40]. - The group's net realized and unrealized gains amounted to HKD 11,809,000 for the six months ended June 30, 2023, compared to a net loss of HKD 76,338,000 in the same period of 2022[43]. - The diversified investment portfolio achieved a net return of HKD 11,809,000 for the six months ending June 30, 2023, compared to a net loss of HKD 76,338,000 in the same period of 2022[63]. - The group recorded a total of HKD 2,966 million in fair value losses for the period, a decrease from HKD 2,031 million in the previous year, indicating improved performance[83]. Cost Management - Selling and distribution expenses decreased by 10% to HKD 16,906,000 in the first half of 2023, compared to HKD 18,712,000 in 2022, mainly due to reduced rental costs after the closure of a retail store[45]. - Administrative expenses increased by 4% to HKD 33,465,000 in the first half of 2023, compared to HKD 32,049,000 in 2022, due to legal and professional fees related to privatization proposals[46]. - Employee costs for the six months ended June 30, 2023, were approximately HKD 26,536,000, an increase from HKD 24,050,000 in the same period of 2022[104]. Corporate Governance and Compliance - The company confirmed compliance with the corporate governance code during the six months ended June 30, 2023[16]. - The company has adopted a standard code for securities transactions by directors, confirming compliance throughout the reporting period[6]. - The board approved the interim financial statements on August 25, 2023[4]. Privatization Proposal - The company announced a proposal for privatization at a cash cancellation price of HKD 0.58 per share, which will lead to the withdrawal of its listing status on the stock exchange[3]. - A proposal for privatization at a cash cancellation price of HKD 0.58 per share was announced on June 2, 2023[101]. Asset Management - The fair value of investments held as of June 30, 2023, was HKD 61,874 million, up from HKD 60,260 million as of December 31, 2022, reflecting a growth of 2.7%[88]. - The total fair value of assets measured at fair value was 995,199 thousand HKD, with 75,985 thousand HKD in Level 1, 434,410 thousand HKD in Level 2, and 484,804 thousand HKD in Level 3[141]. - The company’s total assets as of June 30, 2023, were 1,131,176 thousand HKD, while total liabilities were 37,138 thousand HKD[162]. Debt and Liquidity - The company's debt-to-equity ratio was 1.7% as of June 30, 2023, down from 2.1% as of December 31, 2022[98]. - The current ratio remained strong at 16 times as of June 30, 2023, compared to 17.5 times as of December 31, 2022[98]. - As of June 30, 2023, the company's cash and non-collateral deposits amounted to HKD 117,061,000, a decrease from HKD 125,529,000 as of December 31, 2022[98]. Market Conditions - The global fixed income market slightly rose by 1.4% in the first half of 2023, as investors anticipated the nearing end of interest rate hikes by the US Federal Reserve[56]. - The group’s market expansion strategy includes a focus on increasing allocations to high-yield bond funds, reflecting a shift in investment strategy to capture higher returns[88].

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，並明確表示概不就本公佈全部或任 何部分內容而產生或因依賴該等內容而引致之任何損失承擔任何責任。 ENM HOLDINGS LIMITED 安 寧 控 股 有 限 公 司 （於香港成立之有限公司） （股份代號：00128） 截至二零二三年六月三十日止六個月 中期業績公佈 安寧控股有限公司（「本公司」）董事會（「董事會」）謹此呈報本公司及 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，連同二零二二年同期之未經審核比較數字。 本公佈下文所載之財務資料乃從截至二零二三年六月三十日止六個月的簡 明綜合財務報表中摘錄。該簡明綜合財務報表並未經審核，惟經本公司外 聘核數師羅申美會計師事務所按照香港會計師公會頒佈之香港審閱工作準 則第 2410 號「實體的獨立核數師對中期財務資料之審閱」進行審閱，其未 經修訂之審閱報告將刊載於即將寄發予股東之中期報告內。此外，截至二 零二三年六月三十日止六個月之簡明綜合財務報表亦經本公司審核委員會 審閱。 ...

Economic Environment - The retail market sentiment in Hong Kong remained low for most of 2022 due to strict COVID-19 measures, with a slight improvement in Q2 and Q3 attributed to the government's consumption voucher scheme [9]. - The company faced significant impacts on its club operations due to the fifth wave of COVID-19, leading to a suspension of entertainment activities and reduced revenue [13]. - In 2022, central banks in developed markets, including the Federal Reserve, raised interest rates by a total of 425 basis points, resulting in a significant decline in both bond and stock markets, affecting the company's investment portfolio valuation [18]. - The company anticipates an economic recession in 2023, with high volatility expected in investments due to geopolitical tensions, and will continue to act prudently in managing its investment portfolio [19]. - The impact of COVID-19 on the company's operations remains uncertain, but strong liquidity and tight cost management are expected to support long-term prospects [34]. Financial Performance - As of December 31, 2022, the company's cash and non-pledged deposits amounted to HKD 125,529,000, an increase from HKD 111,064,000 on December 31, 2021 [33]. - Total borrowings and lease liabilities were HKD 5,882,000 and HKD 18,479,000 respectively, compared to HKD 7,001,000 and HKD 20,899,000 on December 31, 2021 [33]. - The company's debt-to-equity ratio was 2.1% as of December 31, 2022, down from 2.3% a year earlier [33]. - The current ratio remained strong at 17.5 times as of December 31, 2022, compared to 18.5 times on December 31, 2021 [33]. - The company has adopted a dividend policy that considers various factors including current and future operations, capital expenditure, and financial performance, without setting a predetermined dividend payout ratio [97]. Risk Management and Compliance - The company faces legal and compliance risks related to regulatory environments and has implemented appropriate risk management and compliance procedures [28]. - The company has adopted a prudent strategy to manage cash and foreign exchange risks, including the use of forward foreign exchange contracts [32]. - The board is responsible for a balanced and comprehensive assessment of the group's performance, condition, and prospects, with management providing monthly updates [49]. - The internal audit department independently reviews the adequacy and effectiveness of the group's governance, risk management, and internal control systems [60]. - The audit committee concluded that the group's risk management and internal control systems remain effective and sufficient [63]. - The company has established a whistleblowing policy for employees and external parties to report potential misconduct related to financial reporting and internal controls [54]. - The board ensures the maintenance of appropriate and effective risk management and internal control systems [51]. - The company complies with the Securities and Futures Ordinance and listing rules regarding disclosure requirements for financial instruments [74]. IT and Data Security - The company has implemented new IT security measures, including upgraded firewalls with zero-day protection and endpoint protection software to safeguard against cyber threats [22]. - The company has implemented a data security and privacy policy to protect sensitive customer information [45]. Corporate Governance - The remuneration of non-executive directors is determined by the board with reference to the recommendations of the remuneration committee [47]. - The company has not made any amendments to its articles of association during the year [75]. - The company is committed to maintaining integrity and ethical values, with the board operating independently from management [56]. - The audit committee supervises the external auditor's provision of audit and non-audit services, ensuring that non-audit services do not compromise the auditor's independence [82]. - The company conducts regular reviews and updates of its internal control and risk management systems, confirming their effectiveness to the board [80]. Corporate Social Responsibility (CSR) and Environmental Impact - The company has established a Corporate Social Responsibility (CSR) working group to oversee environmental and social matters, reporting directly to the board and led by the CEO [102]. - The CSR report covers the same scope as the previous fiscal year's report, including the Hong Kong fashion retail business operated by a subsidiary, with the reporting period from January 1, 2022, to December 31, 2022 [103]. - The company has adopted an environmental, social, and governance (ESG) policy to ensure its business operations consider environmental and social impacts [119]. - The board regularly reviews and approves the company's ESG strategies, priorities, goals, and related policies [119]. - The company emphasizes stakeholder engagement through various communication channels, including annual and interim reports [126]. - The company has established a corporate social responsibility (CSR) report that quantifies key environmental and social performance indicators [105]. - The company ensures that the data and calculation methods used in the CSR report are consistent with those from the previous year for comparability [106]. - Total greenhouse gas emissions for the year amounted to 766,988 kg CO2 equivalent, a decrease of 14.1% from 892,416 kg CO2 equivalent in the previous year [149]. - The company reported a total of 603,245 kg CO2 equivalent emissions from its operations, down from 719,271 kg CO2 equivalent in the previous year, reflecting a reduction of 16.2% [149]. - The direct emissions from the use of liquefied petroleum gas (LPG) were 64,649 kg CO2 equivalent, a decrease of 17.4% from 78,232 kg CO2 equivalent in the previous year [149]. - The company achieved a reduction in paper consumption emissions to 4,452 kg CO2 equivalent, down 35.1% from 6,859 kg CO2 equivalent in the previous year [148]. - The total emissions from purchased electricity were 44,391 kg CO2 equivalent, an increase of 1.4% from 43,760 kg CO2 equivalent in the previous year [148]. - The company has implemented measures to reduce energy, water, and paper consumption, as well as minimize waste generation [133]. - The company has committed to reducing its carbon footprint and has taken actions to mitigate global temperature rise through various operational measures [142]. - Total harmless waste decreased from 37,567 kg in 2021 to 24,930 kg in 2022, a reduction of approximately 33.8% [152]. - Energy consumption in the fashion retail business dropped from 192,310 kWh in 2021 to 126,874 kWh in 2022, a decrease of about 34% [158]. - Overall energy consumption density improved from 2.52 kWh per thousand revenue in 2021 to 1.78 kWh in 2022, reflecting a 29.3% increase in efficiency [158]. - Water usage in the headquarters decreased slightly from 60 cubic meters in 2021 to 57 cubic meters in 2022 [179]. - Total packaging material consumption was 3,746 kg in 2022, down from 3,788 kg in 2021, indicating a reduction of about 1.1% [180]. - Paper consumption at the headquarters fell from 1,429 kg in 2021 to 928 kg in 2022, a significant reduction of approximately 35% [182]. - The company continues to install energy-efficient lighting, with new retail stores exclusively using LED lighting [156]. - The overall harmless waste density improved from 0.34 kg per thousand revenue in 2021 to 0.26 kg in 2022, a 23.5% increase in efficiency [152]. - Diesel consumption in the fashion retail business was eliminated in 2022, compared to 2,325 liters in 2021 [158]. - The company emphasizes resource efficiency to reduce operational costs and environmental impact, aiming to decrease resource consumption at the same operational scale [177]. Employee Management and Development - The company has recognized the risk of talent retention and is committed to providing attractive compensation and training opportunities to suitable candidates [27]. - The total employee turnover rate decreased to 17.4% in 2022 from 23.2% in 2021 [196]. - The turnover rate for male employees dropped to 21.4% in 2022 from 30.6% in 2021, while for female employees it decreased to 15.3% from 19.4% [196]. - The percentage of employees receiving training was 88.4% in 2022, slightly down from 91.7% in 2021, with 107 employees trained [196]. - The average training hours per employee was 5.2 hours in 2022, compared to 5.4 hours in 2021 [196]. - The company has implemented a series of occupational health and safety policies to protect employee well-being [189]. - In 2022, the number of workdays lost due to work-related injuries was 161 days, compared to 13 days in 2021 [190]. - The company has a zero-tolerance policy towards workplace discrimination and harassment, ensuring compliance with relevant laws [187]. - The company provides various training and development opportunities to enhance employee skills and productivity [192]. - The company has maintained close communication with suppliers during the COVID-19 pandemic to minimize operational disruptions and ensure stable supply [198]. - The company sourced from 68 suppliers globally, with 49 from Europe, 8 from Japan, 6 from the UK, 3 from the US, 1 from mainland China, and 1 from Hong Kong [200].

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 不就本公佈全部或任何部分內容而產生或因依賴該等內容而引致之任 何損失承擔任何責任。 ENM HOLDINGS LIMITED 安 寧 控 股 有 限 公 司 （於香港成立之有限公司） （股份代號：00128） 截至二零二二年十二月三十一日止年度 全年業績公佈 安寧控股有限公司（「本公司」）董事會（「董事會」）謹此呈報本公司及 其附屬公司（統稱「本集團」）截至二零二二年十二月三十一日止年度之經 審核綜合業績，連同往年之比較數字。 綜合損益表 截至二零二二年十二月三十一日止年度 附註 二零二二年 二零二一年 千港元 千港元 收入 5 94,387 109,501 銷售成本 (41,122) (40,927) 毛利 53,265 68,574 ...

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)