Revenue and Profitability - Revenue for the six months ended June 30, 2024, increased by 42.9% to HKD 29.4 million compared to HKD 20.6 million in the same period last year[1] - Revenue for the six months ended June 30, 2024, was HKD 29.363 million, compared to HKD 20.551 million in the same period in 2023[24] - Total group revenue increased to HKD 29,363 thousand from HKD 20,551 thousand, a growth of 42.9%[31][32] - Revenue from external customers in Mainland China and Hong Kong increased from HKD 20,551 thousand in 2023 to HKD 29,363 thousand in 2024, driven by growth in property sales and restaurant operations[34] - Property sales revenue in China surged from HKD 6,300 thousand in 2023 to HKD 12,100 thousand in 2024, reflecting strong demand in the region[35] - Net loss attributable to the company's owners increased by 41.2% to HKD 23.8 million for the six months ended June 30, 2024, compared to HKD 16.8 million in the same period last year[1] - Gross profit decreased to HKD 4.1 million with a gross margin of 13.9% for the six months ended June 30, 2024, compared to HKD 6.7 million and a gross margin of 32.7% in the same period last year[10] - Gross profit for the six months ended June 30, 2024, was HKD 4.081 million, down from HKD 6.729 million in the same period in 2023[24] - The company reported a loss before tax of HKD 25.614 million for the six months ended June 30, 2024, compared to a loss of HKD 18.070 million in the same period in 2023[24] - Total comprehensive loss for the six months ended June 30, 2024, was HKD 38.875 million, compared to HKD 37.740 million in the same period in 2023[25] - The company recorded a loss attributable to owners of approximately HKD 23,800,000, compared to HKD 16,800,000 in the same period last year, mainly due to increased administrative expenses[14] - The company reported a loss attributable to ordinary shareholders of 23,778 thousand HKD for the six months ended June 30, 2024, compared to 16,834 thousand HKD in the same period in 2023[42] - Total group loss narrowed to HKD 26,707 thousand from HKD 18,155 thousand[31][32] Business Segment Performance - Property business generated revenue of HKD 12.1 million, primarily from the sale of remaining units in Zhidi Xincheng and Zhongjian Jun Mansion[2] - Property business segment revenue decreased to HKD 12,114 thousand from HKD 6,258 thousand, a decline of 93.5%[31][32] - Property business segment loss widened to HKD 27,327 thousand from HKD 14,141 thousand[31][32] - Financial business recorded interest income of HKD 2.9 million for the six months ended June 30, 2024[3] - Financial business segment revenue remained stable at HKD 2,912 thousand compared to HKD 2,903 thousand[31][32] - Financial business segment loss increased to HKD 1,150 thousand from a profit of HKD 2,862 thousand[31][32] - The financial business segment generated approximately HKD 2,400,000 from a single customer, accounting for over 8% of the group's total revenue, consistent with the previous year[34] - Catering business recorded revenue of HKD 14.3 million for the six months ended June 30, 2024[5] - Food and beverage segment revenue increased to HKD 14,337 thousand from HKD 11,390 thousand, a growth of 25.9%[31][32] - Food and beverage segment loss increased to HKD 6,365 thousand from HKD 5,066 thousand[31][32] - Automotive business segment reported no revenue in both periods[31][32] Costs and Expenses - Cost of revenue increased by 82.9% to HKD 25.3 million for the six months ended June 30, 2024, compared to HKD 13.8 million in the same period last year[9] - The group reported a pre-tax loss, with cost of sales rising from HKD 13,822 thousand in 2023 to HKD 25,282 thousand in 2024, and depreciation costs increasing from HKD 2,792 thousand to HKD 5,418 thousand[38] - Depreciation expense increased to HKD 5,418 thousand from HKD 2,792 thousand[31][32] - Sales and distribution expenses decreased by 19.9% from HKD 6,400,000 to HKD 5,200,000, mainly due to a reduction in advertising[12] - Administrative expenses increased from HKD 17,000,000 to HKD 23,000,000, driven by higher employee salaries and depreciation[13] - Financing costs increased to 819 thousand HKD for the six months ended June 30, 2024, up from 626 thousand HKD in the same period in 2023[40] Financial Position - Net current assets stood at HKD 364,900,000 as of June 30, 2024, with cash and cash equivalents at HKD 39,800,000[15] - The company's current ratio decreased from 449.82% to 368.76% as of June 30, 2024[15] - Total assets as of June 30, 2024, were HKD 707.732 million, down from HKD 730.193 million as of December 31, 2023[26] - Total equity attributable to the company's owners as of June 30, 2024, was HKD 579.386 million, compared to HKD 615.332 million as of December 31, 2023[27] - Total liabilities as of June 30, 2024, were HKD 138.017 million, up from HKD 121.603 million as of December 31, 2023[27] - Total assets of the group decreased from HKD 730,193 thousand in 2023 to HKD 707,732 thousand in 2024, with a significant reduction in non-current assets in Hong Kong from HKD 20,760 thousand to HKD 15,379 thousand[33][34] - The company's property, plant, and equipment had a total carrying amount of 15,379 thousand HKD as of June 30, 2024, down from 20,760 thousand HKD as of December 31, 2023[44] - Loans and interest receivables increased to 90,528 thousand HKD as of June 30, 2024, from 86,116 thousand HKD as of December 31, 2023[45] - Inventory increased to 52,323 thousand HKD as of June 30, 2024, from 46,706 thousand HKD as of December 31, 2023, primarily due to higher automotive inventory[46] - Accounts receivable decreased to 584 thousand HKD as of June 30, 2024, from 996 thousand HKD as of December 31, 2023, with a higher proportion of overdue receivables (51% over 90 days)[47] - Cash and cash equivalents increased to HKD 39,910 thousand as of June 30, 2024, compared to HKD 39,714 thousand as of December 31, 2023[48] - RMB-denominated cash and cash equivalents surged to HKD 10,253 thousand as of June 30, 2024, up from HKD 1,341 thousand as of December 31, 2023[48] - Bank overdrafts utilized increased significantly to HKD 9,928 thousand as of June 30, 2024, compared to HKD 2,949 thousand as of December 31, 2023[49] - Accounts payable aged over 90 days decreased to 71.2% as of June 30, 2024, from 96.4% as of December 31, 2023[51] - Contract liabilities increased to HKD 19,770 thousand as of June 30, 2024, up from HKD 7,539 thousand as of December 31, 2023[52] Other Income and Expenses - Other income increased from HKD 600,000 to HKD 1,300,000, primarily due to bank interest income[11] - Other income and gains increased significantly from HKD 644 thousand in 2023 to HKD 1,271 thousand in 2024, primarily due to higher interest income and bad debt provision reversals[37] - Interest income from related parties decreased to HKD 1 thousand for the six months ended June 30, 2024, compared to HKD 2,903 thousand for the same period in 2023[57] Taxation - No provision for Hong Kong profits tax was made as the group did not generate taxable profits in Hong Kong during the six months ended June 30, 2024[39] - Total taxes in Mainland China for the six months ended June 30, 2024, amounted to 1,093 thousand HKD, compared to 85 thousand HKD in the same period in 2023[40] Shareholder and Corporate Governance - The company's total number of employees increased from 71 to 85 as of June 30, 2024[19] - The company granted 45,000,000 share options under the 2021 plan, exercisable at HKD 0.152 per share[19] - The company did not recommend an interim dividend for the period ending June 30, 2024[20] - The company's foreign currency risk is not significant as its operations are primarily in Hong Kong and denominated in HKD[21] - The net proceeds from the rights issue amounted to approximately HKD 48.3 million, allocated for general working capital, investments in food and beverage-related businesses, live streaming business, and expansion of financial services[23] - As of June 30, 2024, HKD 18.715 million of the net proceeds from the rights issue has been utilized, with HKD 29.585 million remaining unused[23] - The company has no significant contingent liabilities as of June 30, 2024[54] - No assets were pledged as collateral as of June 30, 2024[55] - The company has no significant commitments as of June 30, 2024[56] - The interim report was approved by the board of directors on August 30, 2024[59] - The company has not entered into any arrangements allowing directors or senior executives to benefit from purchasing shares or related securities during the six months ending June 30, 2024[63] - As of June 30, 2024, Shen Shuiping, a major shareholder, holds 48,560,000 shares, representing approximately 5.01% of the total issued shares[64] - Under the 2021 Share Option Plan, 45,000,000 share options were granted during the period, with 45,000,000 options remaining unexercised as of June 30, 2024[65] - If all unexercised share options under the 2021 Plan are exercised, the company will issue an additional 45,000,000 ordinary shares, increasing share capital by HKD 1,800,000 and share premium account by HKD 5,040,000[66] - The company did not purchase, sell, or redeem any of its listed securities during the reporting period[67] - The company has maintained compliance with the Corporate Governance Code, except for minor deviations, during the six months ending June 30, 2024[68] - The roles of Chairman and CEO are separated, and the company is currently seeking a suitable candidate for the CEO position[69] - The company has adopted a code of conduct for directors' securities transactions, which is not less stringent than the standard code, and all directors have confirmed compliance as of June 30, 2024[70] - The audit committee has reviewed the group's interim report, including the unaudited condensed consolidated financial statements for the six months ended June 30, 2024[71] - No changes to the company's directors have occurred during the six months ended June 30, 2024, and no other information required to be disclosed under Listing Rule 13.51B(1) has been identified[72] - The unaudited interim results announcement for the six months ended June 30, 2024, has been published on the company's website and the Hong Kong Stock Exchange website, with the 2024 interim report to be dispatched to shareholders by September 30, 2024[72] - The executive directors as of the announcement date are Mr. Wang Zuwei, Ms. Wong Sze Yu, and Ms. Lam Ka Lee, while the independent non-executive directors are Ms. Chan Sheung Yu, Ms. Wu Wai Shan, and Mr. Leung Ka Chun[73] Future Outlook - The company expects improvement in property sales due to increased government support for the real estate sector in China[6] - The company anticipates stable or slightly improved performance in financial, automotive, and catering businesses due to expected lower interest rates and slight growth in consumer demand[7] - The company will continue to expand its business based on market demand and available funds[7]

Financial Performance - The company recorded revenue of approximately HKD 78.4 million for the year ended December 31, 2023, an increase of about 41.2% compared to approximately HKD 55.5 million in 2022[6]. - The loss attributable to equity holders of the company for the year was HKD 98.4 million, a decrease of approximately 44.1% from the loss of about HKD 176.1 million in the previous year[6]. - The group's revenue increased by approximately 41.2% from about HKD 55,500,000 in the previous year to approximately HKD 78,400,000 in the current period[33]. - Revenue from property sales was approximately HKD 24,300,000, remaining stable compared to HKD 24,600,000 in the previous year, accounting for about 31.0% of total revenue[33]. - The automotive business recorded revenue of approximately HKD 11.7 million in 2023, down from HKD 25.7 million in the same period last year[15]. - The food and beverage business generated revenue of approximately HKD 36.5 million for the year ending December 31, 2023[16]. - The company expects improvement in real estate sales in 2024 due to increased government support for the real estate sector in China[17]. - The group recorded a loss of approximately HKD 100,800,000, an improvement from a loss of about HKD 175,700,000 in the previous year[45]. Real Estate Projects - The real estate projects, including "Zhi Di New City," "Yiyun Mountain Villa," and "China State Construction • Jun Residence," are located in Anshan, Liaoning Province, China, with cumulative sales of approximately 93.2% for "Zhi Di New City" as of December 31, 2023[8]. - "Yiyun Mountain Villa" has sold approximately 66.3% of its residential units and 100% of its parking spaces and shops as of December 31, 2023[9]. - Phase 1.2 has sold approximately 82.9% of its total construction area of 65,148 square meters as of December 31, 2023[14]. - Phase 1.1 has sold approximately 18.5% of its total construction area of 5,935 square meters as of December 31, 2023[14]. - Phase 1.3 has sold approximately 93.6% of its total construction area of 11,107 square meters during 2023[14]. - Phase 2.1 has sold approximately 67.6% of its total construction area of 40,951 square meters as of December 31, 2023[14]. - Phase 3 has sold approximately 86.6% of its total construction area of 24,471 square meters as of December 31, 2023[14]. - The foundation work for Phase 2.2 has been completed, which will provide approximately 21,000 square meters of residential and retail space[14]. Financial Services - The financial services segment recorded revenue of approximately HKD 5.9 million, up from approximately HKD 5.2 million in the previous year, indicating growth in the loan portfolio[13]. - The company plans to continue expanding its financial services, including real estate mortgages and luxury goods financing[13]. - The company aims to pursue market opportunities for stable interest income sources through its financial services[13]. Cost and Expenses - The cost of revenue decreased by approximately 30.1% from about HKD 118,800,000 to approximately HKD 83,000,000[39]. - The gross loss decreased significantly from approximately HKD 63,300,000 to about HKD 4,600,000, with the gross loss margin improving from 113.93% to 5.87%[40]. - Administrative expenses decreased by approximately 37.9% from about HKD 45,200,000 to approximately HKD 28,100,000[44]. Governance and Board Structure - The board of directors held 16 meetings during the fiscal year ending December 31, 2023, ensuring effective governance and oversight[83]. - The board consists of three executive directors and three independent non-executive directors, ensuring a balanced and diverse composition[86]. - The company has established three board committees: the Remuneration Committee, Audit Committee, and Nomination Committee, each with clearly defined responsibilities[97]. - The Remuneration Committee held four meetings in 2023, focusing on reviewing the remuneration policies and benefits for directors and senior management[99]. - The Audit Committee conducted five meetings in 2023, reviewing the 2022 annual report, 2023 interim report, and the effectiveness of the financial reporting and risk management systems[107]. - The company has established mechanisms to ensure independent opinions are available during board decision-making processes[89]. - The company has complied with all relevant laws and regulations without any significant violations during the year[72]. Sustainability and Environmental Impact - The company emphasizes sustainable development as a core strategy for long-term operations and community contributions[70]. - The company adheres to environmental protection policies aimed at minimizing impact on natural resources and ensuring compliance with relevant laws and regulations[71]. - The company has established clear short-term and long-term sustainability goals to achieve continuous emission reduction[138]. - The total greenhouse gas emissions increased from 45.24 tons in 2022 to 125.8 tons in 2023, representing a significant rise of approximately 178%[157]. - Direct greenhouse gas emissions decreased from 11.58 tons in 2022 to 1.6 tons in 2023, a reduction of about 86%[157]. - Indirect greenhouse gas emissions surged from 24.34 tons in 2022 to 108.1 tons in 2023, marking an increase of approximately 344%[157]. - The company aims to reduce energy consumption to mitigate its environmental impact, focusing on energy efficiency initiatives[158]. - The company has implemented specific energy-saving measures to reduce greenhouse gas emissions and conserve energy[159]. Employee and Labor Practices - The total number of employees increased to 71 as of December 31, 2023, up from 38 as of December 31, 2022[54]. - Employee turnover rate for full-time staff reached 220.00%, indicating a significant challenge in employee retention[179]. - The company adheres to all applicable local labor laws and regulations, ensuring competitive compensation and benefits to attract and retain talent[184]. - The company promotes gender equality, achieving equal numbers of male and female employees[186]. - The company has implemented measures to promote resource conservation and environmental awareness among employees[165]. Customer Relations and Quality Control - The company has established a customer service center to handle complaints and feedback related to its real estate and services, with no complaints received during the reporting period[191]. - The group maintained a high level of food quality and safety, with no reported cases of product recalls due to safety or health issues during the reporting period[193]. - The group has established policies and procedures to ensure timely handling of customer complaints, resulting in no significant complaints affecting business operations[194]. - The group has implemented an internal anti-corruption management system, with no significant violations related to bribery, fraud, extortion, or money laundering reported[198].

Financial Results Announcement - GBA Holdings Limited will announce its annual results for the year ending December 31, 2023, on March 28, 2024[2]. Audit Committee Review - The audit committee has reviewed the accounting principles and practices adopted by the group for the fiscal year ending December 31, 2023[2]. Board of Directors - The board of directors includes executive directors Wang Zuowei, Wang Siyu, and Lin Jiali, along with independent non-executive directors Chen Xiangru, Hu Huishan, and Liang Jiajin[2].

Financial Performance - GBA Holdings Limited recorded revenue of approximately HKD 78.4 million for the year ended December 31, 2023, representing an increase of about 41.2% compared to approximately HKD 55.5 million in 2022[4]. - The loss attributable to equity holders for the year was HKD 98.4 million, a decrease of approximately 44.1% from HKD 176.1 million in the previous year[4]. - The group recorded a loss of approximately HKD 100,800,000 during the current period, an improvement from a loss of approximately HKD 175,700,000 in the previous year[29]. - The company reported a net loss of HKD 101,059,000 for the year, a reduction of 42.5% from a net loss of HKD 176,074,000 in 2022[72]. - Total comprehensive loss for the year amounted to HKD 112,957 thousand, down from HKD 219,473 thousand in the prior year, reflecting improved financial performance[74]. - The total loss before tax for 2023 was HKD 100,833,000, compared to a loss of HKD 175,742,000 in 2022, indicating an improvement of 42.6%[90]. - The group’s loss before tax for 2023 was HKD 98,407,000, compared to HKD 176,074,000 in 2022, indicating a reduction in losses[105]. Revenue Breakdown - The financial services segment generated revenue of approximately HKD 5.9 million, up from HKD 5.2 million in the previous year, indicating growth in the loan portfolio[12]. - The automotive business recorded revenue of approximately HKD 11.7 million, a decrease from HKD 25.7 million in the previous year, reflecting a diversification effort[13]. - The restaurant and food-related business generated revenue of approximately HKD 36.5 million for the year ended December 31, 2023[14]. - Revenue from the real estate business remained stable, contributing approximately HKD 24,300,000, accounting for about 31.0% of total revenue[18]. - The restaurant and food-related business contributed approximately HKD 36,500,000, representing about 46.6% of total revenue, compared to zero in the previous year[18]. - Real estate business revenue was HKD 24,282,000, slightly down from HKD 24,609,000 in 2022, representing a decrease of 1.3%[97]. - Automotive business revenue decreased significantly to HKD 11,700,000 from HKD 25,740,000, a decline of 54.5%[97]. - Restaurant operations generated HKD 28,934,000 in revenue, with no prior year comparison available[97]. Cost and Expenses - The cost of revenue decreased to HKD 82,981,000 from HKD 118,768,000, resulting in a gross loss of HKD 4,600,000, significantly improved from a gross loss of HKD 63,251,000 in the previous year[72]. - Administrative expenses decreased by approximately 37.9% from about HKD 45,200,000 to about HKD 28,100,000, mainly due to reduced building management fees and director remuneration[28]. - Administrative expenses decreased to HKD 28,087,000 from HKD 45,230,000, reflecting a cost-saving strategy[72]. - The company incurred financing costs of HKD 1,501,000, a significant increase from HKD 84,000 in the previous year[72]. - The financing costs rose significantly to HKD 1,501,000 in 2023 from HKD 84,000 in 2022, representing an increase of approximately 1,684.5%[100]. Assets and Liabilities - The group's current assets totaled approximately HKD 517,300,000 as of December 31, 2023, down from approximately HKD 583,000,000 as of December 31, 2022[30]. - The current ratio as of December 31, 2023, was approximately 449.82%, compared to about 776.48% as of December 31, 2022[30]. - Non-current assets increased to HKD 212,874 thousand in 2023 from HKD 170,701 thousand in 2022, driven by significant investments in property and goodwill[76]. - Current assets decreased to HKD 517,319 thousand in 2023 from HKD 582,978 thousand in 2022, primarily due to a reduction in properties under development[76]. - Shareholders' equity attributable to the company decreased to HKD 615,332 thousand in 2023 from HKD 678,599 thousand in 2022, reflecting a decline in reserves[78]. - Total liabilities increased to HKD 121,603 thousand in 2023 from HKD 75,080 thousand in 2022, indicating a rise in financial obligations[78]. Strategic Initiatives - The company anticipates improved sales in the real estate sector in 2024 due to increased government support for the industry[16]. - The overall business outlook for 2024 is stable or slightly improved, driven by expected declines in interest rates and a slight increase in consumer demand[16]. - The company aims to expand its financial services, including real estate mortgages and luxury goods financing, to enhance revenue stability[12]. - The company is pursuing expansion strategies, including the acquisition of UFL and CVEI, both involved in the restaurant business, for a total consideration of HKD 9,000,000[40]. - The company completed a rights issue on September 21, 2023, raising approximately HKD 50,230,000, with net proceeds of about HKD 48,300,000 after expenses[42]. - The net proceeds from the rights issue are allocated for general working capital, investment in food and beverage-related businesses, live streaming business, and expansion of financial services[52]. - The company acquired 100% equity of CVEI for HKD 4,500,000 on March 17, 2023, which will become a wholly-owned subsidiary[51]. Corporate Governance - The board of directors is committed to high standards of corporate governance and transparency[55]. - The audit committee consists of three independent non-executive directors, ensuring compliance with financial reporting standards[65]. - The remuneration committee is responsible for reviewing the compensation policies for the board and senior management, ensuring alignment with corporate governance standards[63]. - There were changes in the board composition, including the appointment and resignation of several directors throughout 2023[61]. Shareholder Information - The company does not recommend the distribution of a final dividend for the year ended December 31, 2023, consistent with the previous year[4]. - The company had no dividends declared for the year ending December 31, 2023, consistent with 2022[104]. - Basic and diluted loss per share improved to HKD 0.145 from HKD 0.360 in the previous year[72]. - The average number of ordinary shares used for calculating basic and diluted loss per share increased to 677,194,836 in 2023 from 488,687,111 in 2022 due to share consolidation and rights issue[105].

Financial Performance - For the six months ended June 30, 2023, the company's revenue was approximately HKD 20,600,000, an increase of about 120.4% compared to HKD 9,300,000 for the same period in 2022[6]. - The company reported a net loss attributable to shareholders of approximately HKD 16,800,000, which is an increase of about 19.4% from a net loss of HKD 14,100,000 for the same period last year[6]. - The group's revenue for the six months ended June 30, 2023, was approximately HKD 20,551,000, an increase from HKD 9,323,000 in the same period of 2022, representing a growth of about 120.0%[41]. - The group reported a loss attributable to owners of the company of HKD 16,834,000, compared to a loss of HKD 14,101,000 in the previous year[27]. - The group reported a pre-tax loss of HKD 16,834,000 for the six months ended June 30, 2023, compared to a loss of HKD 14,101,000 for the same period in 2022[69]. - Total comprehensive loss for the period was HKD 37,740,000, slightly improved from HKD 39,878,000 in the previous year, representing a decrease of about 5.4%[42]. - The group reported a total operating loss of HKD 15,094,000 for the six months ended June 30, 2023, compared to a loss of HKD 14,101,000 in the same period of the previous year[54]. Revenue Breakdown - Revenue from property business was approximately HKD 6,300,000, primarily from sales of remaining units in the projects "置地新城" and "中建‧俊公館"[8]. - Financial services generated interest income of approximately HKD 2,900,000, up from HKD 2,100,000 in the previous year[18]. - The restaurant and related food business recorded revenue of approximately HKD 11,400,000, compared to zero revenue in the same period last year[19]. - The property business remains the largest segment, contributing nearly 30.5% of total revenue during the reporting period[17]. - The property business segment generated revenue of HKD 6,258,000, while the financial services segment contributed HKD 2,903,000, resulting in a total operating loss of HKD 11,364,000 for the group[53]. - Revenue from a single customer in the financial business was approximately HKD 2,400,000 for the six months ended June 30, 2023, compared to HKD 1,800,000 for the same period in 2022, accounting for 10% or more of total revenue[58]. Cost and Expenses - Cost of sales rose approximately 117.1% to HKD 13,822,000 from HKD 6,366,000 year-on-year, primarily due to direct costs in property and food-related businesses[21]. - Selling and distribution expenses surged approximately 289.5% to HKD 6,442,000 from HKD 1,654,000, attributed to increased advertising[25]. - The group incurred total expenses of HKD 3,645,000 related to unallocated corporate costs during the reporting period[53]. - Other income decreased significantly to HKD 411,000 from HKD 3,103,000, mainly due to a reduction in VAT refunds received[23]. Assets and Liabilities - As of June 30, 2023, the group's current assets net amounted to HKD 374,800,000, down from HKD 507,900,000 as of December 31, 2022[28]. - Non-current assets increased significantly to HKD 272,701,000 as of June 30, 2023, from HKD 170,706,000 at the end of 2022, marking an increase of approximately 59.8%[43]. - The company's total assets reached HKD 766,013,000, a slight increase from HKD 753,680,000 at the end of 2022, showing a growth of approximately 1.6%[44]. - The group’s total liabilities increased to HKD 129,129,000 from HKD 75,080,000, reflecting an increase of approximately 72%[44]. - The total liabilities as of June 30, 2023, were HKD 119,616,000, an increase from HKD 85,471,000 as of December 31, 2022, indicating a rise in financial obligations[55]. - Current assets decreased to HKD 493,312,000 from HKD 582,974,000, reflecting a decline of about 15.3%[43]. Corporate Actions and Governance - The company plans to raise up to approximately HKD 52,900,000 through a rights issue at a subscription price of HKD 0.12 per share, following a share consolidation[38]. - The company did not declare an interim dividend for the six months ended June 30, 2023, consistent with the previous year[68]. - The company has adhered to the corporate governance code, with a clear distinction between the roles of the Chairman and the CEO, ensuring compliance with the relevant guidelines[98]. - The board of directors consists of three executive directors and three independent non-executive directors, ensuring a balance of skills and experience[99]. - The company is in the process of appointing a new CEO following the vacancy created by the resignation of the previous CEO on August 31, 2023[99]. - The audit committee has reviewed the interim report, including the unaudited consolidated financial statements for the six months ended June 30, 2023[102]. Future Outlook - The company plans to launch its online live streaming business in the fourth quarter of 2023, which has not yet generated any revenue as of June 30, 2023[12]. - The company is focusing on diversifying its revenue base while seeking new business opportunities and reducing costs where possible[14]. - The group plans to continue focusing on market expansion and product development to drive future growth and improve profitability[56]. - The outlook for the global economy remains uncertain, with ongoing challenges from the COVID-19 pandemic affecting recovery efforts[13].

香港交易及結算所有限公司及香港聯合交易所有限公司對本公佈的內容概不負責，對其準確 性或完整性亦不發表任何聲明，並明確表示，概不對因本公佈全部或任何部份內容而產生或 因倚賴該等內容而引致的任何損失承擔任何責任。 GBA HOLDINGS LIMITED GBA集團有限公司 （於百慕達註冊成立之有限公司） （股份代號：00261） 截至2023年6月30日止六個月未經審核中期業績公佈 管理層討論及分析 GBA集團有限公司（股份代號：261，於百慕達註冊成立之有限公司，其股份於 香港聯合交易所有限公司（「聯交所」）主板上市）（「本公司」，連同其附屬公司 統稱「本集團」）董事（「董事」）會（「董事會」）宣佈本公司截至2023年6月30日止六 個月（「本期間」）的未經審核簡明綜合中期業績連同截至2022年6月30日止六個 月（「去年同期」）的比較數字。 業務回顧 物業業務 於回顧期內，我們繼續專注位於遼寧省鞍山市的物業項目。本集團在鞍山市擁 有三個物業項目，其中兩個分別名為「置地新城」及「依雲山莊」的項目已經完工。 兩個項目的大部分物業單位已經售出。 ...

香港交易及結算所有限公司及香港聯合交易所有限公司對本公佈的內容概不負責，對其準確 性或完整性亦不發表任何聲明，並明確表示，概不對因本公佈全部或任何部份內容而產生或 因倚賴該等內容而引致的任何損失承擔任何責任。 GBA HOLDINGS LIMITED GBA集團有限公司 （於百慕達註冊成立之有限公司） （股份代號：00261） 有關截至2022年12月31日止年度之年報 的補充公佈 茲提述GBA集團有限公司（「本公司」，連同其附屬公司「本集團」）截至2022年12 月31日止年度之年報，由本公司於2023年4月26日刊發（「2022年年報」）。 有關本集團金融業務的補充資料 除2022年年報所披露的相關資料外，董事會謹此提供有關本集團金融業務（「金 融業務」）的額外資料如下： 業務模式 金融業務乃本集團透過全資附屬公司中建置地財務有限公司（「中建財務」）進行， 向客戶提供放債服務。中建財務根據香港法例第163章放債人條例持有香港的 放債人牌照，主要向企業客戶提供貸款融資。中建財務的客戶來源主要依賴本 公司高級管理層的業務網絡獲得。就本集團截至2022年12月31日的貸款組合而 ...

Financial Performance - The company reported a revenue of approximately HKD 56 million for the year ended December 31, 2022, a decrease of about 88.1% compared to approximately HKD 469 million in 2021[6]. - The loss attributable to equity holders for the year was HKD 175 million, an increase of approximately 191.7% from a loss of about HKD 60 million in the previous year[6]. - The group’s revenue decreased by approximately 88.1% from about HKD 469 million in the previous year to approximately HKD 56 million in the current period[30]. - The company incurred a pre-tax loss of HKD 175 million for 2022, compared to a pre-tax loss of HKD 59 million in 2021, representing a 196.6% increase in losses[198]. - The total comprehensive loss for the year was HKD 219 million, significantly higher than the HKD 47 million loss reported in 2021[199]. - The company reported a gross loss of HKD 63 million for 2022, compared to a gross profit of HKD 33 million in 2021[198]. - Cash and cash equivalents decreased to HKD 27 million in 2022 from HKD 48 million in 2021, a decline of 43.8%[200]. - The company recognized a fair value loss of HKD 59 million on financial assets for the year, compared to a loss of HKD 15 million in 2021[198]. - The company’s total liabilities decreased slightly to HKD 75 million in 2022 from HKD 99 million in 2021, a reduction of 24.2%[200]. Dividend and Shareholder Policy - The company has decided not to declare a final dividend for the year ended December 31, 2022, maintaining cash reserves for operations and future developments[6]. - The board did not recommend a final dividend for the year ended December 31, 2022, consistent with the previous year[60]. - The company adopted a dividend policy in January 2019, allowing for the declaration and distribution of dividends to shareholders[124]. - The company has no distributable reserves as of December 31, 2022, but has a share premium account amounting to HKD 357 million available for distribution in the form of bonus shares[138]. Real Estate Projects - The company has completed the development of the Zhi Di New City project, which has sold approximately 91.3% of its total construction area as of December 31, 2022[8]. - The Yi Yun Mountain Villa project has sold about 78.5% of its residential units and 100% of its parking spaces and shops in the first phase, with the second phase achieving approximately 88.1% sales as of December 31, 2022[9]. - As of December 31, 2022, 81.7% of the total gross floor area for Phase 1.2 has been sold, which consists of 423 units across 12 buildings[13]. - Phase 1.3, completed in 2021, has sold approximately 92.9% of its gross floor area, which includes 94 units and 13 shops[13]. - Phase 2.1, also completed in 2021, has sold 66.6% of its total gross floor area, comprising 192 apartments and 391 parking spaces[13]. - Phase 3 has achieved a sales rate of 85.7% of its total gross floor area, which includes 224 residential units[13]. - The company anticipates a recovery in real estate sales in 2023 due to the reopening of borders between Hong Kong and mainland China[16]. - The construction of Phase 2.2 is ongoing, with foundation work completed in 2023, expected to provide approximately 20,000 square meters of residential and retail space[13]. Financial Services and Revenue Diversification - Financial services recorded revenue of approximately HKD 5,000,000, up from HKD 3,000,000 in the same period last year, indicating a growth of 66.67%[12]. - The automotive business generated revenue of approximately HKD 26,000,000 for the year ended December 31, 2022, contributing to revenue diversification[14]. - Real estate business accounted for nearly 44.6% of total revenue, but revenue declined due to no contributions from the Zhi Di Xin Cheng project during the period[30]. - Financial services revenue increased to approximately HKD 5 million from about HKD 3 million in the same period last year[31]. - Automotive business contributed approximately HKD 26 million in revenue, compared to zero in the previous year[32]. Cost Management and Expenses - Cost of sales decreased by approximately 72.7% from about HKD 436 million to approximately HKD 119 million, primarily due to reduced revenue and a weak real estate market in China[36]. - Selling and distribution expenses decreased by 61.9% from about HKD 21 million to approximately HKD 8 million, primarily due to reduced sales agent fees[40]. - Administrative expenses decreased by approximately 13.2% from about HKD 53 million to approximately HKD 46 million, mainly due to reductions in auditor fees and other expenses[41]. Corporate Governance - The board of directors believes that the separation of roles between the chairman and the CEO is essential for maintaining a balance of power and authority[76]. - The company has adopted a code of conduct for directors' securities trading, ensuring compliance with established standards[78]. - The board held a total of 18 meetings during the fiscal year ending December 31, 2022[79]. - The board composition includes two executive directors and three independent non-executive directors as of the report date[82]. - The company has ensured compliance with listing rules regarding the minimum number of independent non-executive directors, with at least one possessing appropriate professional qualifications[83]. - Independent non-executive directors constitute at least one-third of the board, providing diverse perspectives and expertise[85]. - The company has established mechanisms to ensure independent opinions and contributions in the decision-making process of the board[85]. - The audit committee is composed solely of independent non-executive directors, overseeing financial reporting and internal controls[85]. - The company has arranged appropriate insurance to protect directors and management against legal liabilities[80]. - The board members have no significant financial, business, family, or other relevant relationships with each other[84]. - The company has received annual confirmations of independence from its independent non-executive directors[83]. - The board will evaluate the implementation and effectiveness of the mechanism annually to ensure independent opinions are obtained[86]. - Each newly appointed director receives necessary onboarding information to understand the group's operations and responsibilities under listing rules[87]. - The company encourages directors to participate in continuous professional development to enhance their knowledge and skills[88]. - The remuneration committee held nine meetings in 2022, reviewing the remuneration policies and benefits for directors and senior management[94]. - The audit committee ensures the objectivity and credibility of the company's financial reporting and risk management systems[96]. - The company has established a share option plan to provide rewards and compensation to eligible participants, including directors and senior management[94]. - The chairman and CEO positions were held by the same individual during the reporting period, leading to a deviation from corporate governance code[89]. - The board has established three committees: remuneration committee, audit committee, and nomination committee, each with defined responsibilities[92]. - The company’s directors are subject to re-election at the annual general meeting, with one-third of directors required to retire and be eligible for re-election[90]. - The Audit Committee held three meetings during the fiscal year ending December 31, 2022, focusing on reviewing the 2021 annual report, 2022 interim report, and external auditor plans[99]. - The Nomination Committee held one meeting in the fiscal year ending December 31, 2022, reviewing the board's structure, diversity policy, and evaluating the independence of non-executive directors[104]. - The board diversity policy was adopted in August 2013, emphasizing the importance of diversity in achieving strategic goals and sustainable development[106]. - The board currently includes a range of professional expertise, including finance, investor relations, and marketing, reflecting a diverse composition in terms of age and gender[107]. - The Audit Committee members' attendance at meetings varied, with Hu Hui Shan attending 2 out of 3 meetings and Liu Yi Le also attending 2 out of 3 meetings[101]. - The Nomination Committee's member attendance showed that Wang Zu Wei attended 5 out of 9 meetings, while Zheng Yu Qing attended 6 out of 9 meetings before resigning[105]. - The company has established a nomination policy to ensure a diverse range of skills, experiences, and perspectives among board members[103]. - The Audit Committee is chaired by Hu Hui Shan, who is a qualified accountant with extensive experience in finance[99]. - The company emphasizes the importance of gender diversity, ensuring at least one female director on the board[107]. - The Audit Committee has sufficient resources to fulfill its responsibilities effectively[98]. - The board held two meetings in the fiscal year ending December 31, 2022, to review corporate governance policies and practices[108]. - The company paid a total of HKD 1.6 million to its external auditor for audit services in the fiscal year ending December 31, 2022[109]. - The board confirmed that there were no uncertainties that could significantly affect the company's ability to continue as a going concern[112]. - The board reviewed the effectiveness and adequacy of the risk management and internal control systems and deemed them effective and sufficient for the fiscal year ending December 31, 2022[114]. Risk Management and Internal Controls - The company recognizes the importance of risk management and internal controls in achieving strategic goals and adopts a conservative approach to manage strategic risks[115]. - The board is responsible for evaluating the nature and extent of risks the company is willing to take to achieve its strategic objectives[118]. - The company has identified key and emerging risks that could significantly impact its financial performance, reputation, or business model[117]. - The group is responsible for preparing financial statements that are free from material misstatement due to fraud or error, and for maintaining effective internal controls[190]. - The audit aimed to provide reasonable assurance that the financial statements are free from material misstatement, with a focus on significant audit findings and internal control deficiencies[192]. - The audit committee assists the board in overseeing the financial reporting process and ensuring compliance with relevant standards[191]. - The group must assess its ability to continue as a going concern and disclose any related matters in the financial statements[190]. Share Options and Capital Management - The company has granted a total of 10,914,993,990 share options under the 2011 plan as of December 31, 2022[151]. - There are no unexercised share options under the 2011 plan as of the report date, resulting in zero shares available for issuance due to the exercise of these options[152]. - The 2021 plan was adopted on June 23, 2021, with a validity of 10 years, allowing for the issuance of share options not exceeding 10% of the total shares issued as of that date, which is 18,384,610,000 shares[153]. - The total number of shares issued as of June 23, 2021, was 183,846,100,000[153]. - The company’s share option plan from 2011 remains effective for unexercised options granted under that plan[149]. - The company approved a share consolidation where every 100 existing shares of HKD 0.01 par value will be consolidated into 1 share of HKD 1.00 par value, reducing the issued share capital from HKD 1,838,461,000 to HKD 18,384,610[154]. - Following the share consolidation and capital reduction, the number of shares available for options under the 2021 plan will be adjusted to 183,846,100 shares, representing 8.33% of the total issued shares[155]. - As of the reporting date, no options have been granted under the 2021 plan, and the maximum number of options that can be granted to each eligible participant is limited to 1% of the total issued shares within any 12-month period[158]. - The company plans to allocate options to qualified participants, including directors, executives, and employees, as a reward for their contributions to the group[156]. - The exercise price for any options granted under the 2021 plan will be determined by the board but cannot be lower than the higher of the closing price on the grant date or the average closing price over the preceding five trading days[161][163]. Shareholder and Stakeholder Communication - The company maintains a shareholder communication policy to ensure effective communication with shareholders and stakeholders[127]. - The company has not made any charitable donations for the fiscal year ending December 31, 2022, consistent with 2021[139]. - The company has not purchased, sold, or redeemed any listed shares during the fiscal year ending December 31, 2022, except for the issuance of new shares and share consolidation disclosed in the financial statements[136]. - There were no significant changes to the company's constitutional documents as of December 31, 2022[126]. Audit and Compliance - The independent auditor for the fiscal year ending December 31, 2022, was Guotai Junan (Hong Kong) CPA Limited, following the resignation of Ernst & Young[176]. - The company has complied with the corporate governance code, with minor deviations noted[170]. - The company’s financial statements reflect a true and fair view of its financial position as of December 31, 2022, in accordance with Hong Kong Financial Reporting Standards[180]. - The board of directors confirmed that there were no changes in director information that required disclosure under the listing rules[171]. Asset Management - As of December 31, 2022, the group reported available-for-sale properties valued at HKD 311 million and development properties at HKD 95 million, accounting for approximately 53.8% of total assets[183]. - The fair value of financial assets measured at fair value through profit or loss was HKD 168 million, representing about 22.3% of total assets, classified as Level 3 in the fair value hierarchy[185]. - The management's assessment of the recoverable amount of available-for-sale and development properties involves significant judgment, including estimated completion costs and unit selling prices[183]. - External valuers were engaged to assist in determining the fair value of the properties and financial assets, ensuring objectivity and independence[187]. - The audit procedures included evaluating the assumptions and methods used in the valuations by external experts[187].

香港交易及結算所有限公司及香港聯合交易所有限公司對本公佈的內容概不負責，對其準確 性或完整性亦不發表任何聲明，並明確表示，概不對因本公佈全部或任何部份內容而產生或 因倚賴該等內容而引致的任何損失承擔任何責任。 GBA HOLDINGS LIMITED GBA集團有限公司 （於百慕達註冊成立之有限公司） （股份代號：00261） 截至2022年12月31日止年度 全年業績公佈 GBA集團有限公司（股份代號：261，於百慕達註冊成立的有限公司，其股份於 香港聯合交易所有限公司（「聯交所」）主板上市）（「本公司」，連同其附屬公司 統稱「本集團」）董事（「董事」）會（「董事會」）宣佈本集團截至2022年12月31日止 年度（「本期間」）的未經審核綜合財務業績連同截至2021年12月31日止年度（「去 年同期」）的比較數字。 主席報告 業績 本人謹代表董事會呈報本集團截至2022年12月31日止年度的全年業績。 本集團於2022年錄得收入約56,000,000港元，較2021年的約469,000,000港元減少 ...

Financial Performance - For the six months ended June 30, 2022, GBA Group Limited reported revenue of approximately HKD 9,000,000, a decrease of about 52.6% compared to HKD 19,000,000 for the same period in 2021[9]. - The net loss attributable to owners of the company for the same period was approximately HKD 14,000,000, a reduction of about 56.3% from HKD 32,000,000 in the previous year[9]. - The group's revenue decreased by approximately 52.6% from about HKD 19,000,000 in the previous period to about HKD 9,000,000 in the current period[16]. - The group recorded a loss of approximately HKD 14,000,000 in the current period, an improvement from a loss of about HKD 32,000,000 in the previous period[24]. - The group reported a pre-tax adjusted loss of HKD 14 million for the six months ended June 30, 2022, compared to a pre-tax adjusted loss of HKD 32 million for the same period in 2021[54]. - Total comprehensive loss for the period was HKD 39 million, compared to HKD 29 million in the same period of 2021, representing a 34.5% increase in losses[36]. Revenue Breakdown - Real estate operations generated approximately HKD 7,000,000 in revenue, primarily from sales of remaining units in the projects "置地新城" and "中建‧俊公館"[12]. - The real estate business accounted for nearly 70% of total revenue, but its income declined due to no contribution from the Yiyun Mountain project during the current period[16]. - The real estate segment generated revenue of HKD 7 million, while the financial segment contributed HKD 2 million, with no revenue from the automotive segment[53]. - Financial services revenue increased significantly to approximately HKD 1,800,000 from about HKD 400,000 in the previous period[17]. Expenses and Profitability - Gross profit improved to approximately HKD 3,000,000 in the current period from a gross loss of about HKD 1,000,000 in the previous period, resulting in a gross margin of approximately 33.3%[21]. - Selling and distribution expenses decreased by approximately 50.0% to about HKD 2,000,000 from about HKD 4,000,000 in the previous period[23]. - Administrative expenses fell by approximately 33.3% to about HKD 18,000,000 from about HKD 27,000,000 in the previous period[23]. Financial Position - As of June 30, 2022, the group's current assets net amounted to approximately HKD 620,000,000, with a current ratio of about 829.41%[25]. - The group had no bank or other borrowings as of June 30, 2022, reflecting a strong financial position[25]. - The total assets of the group amounted to HKD 925 million, down from HKD 978 million, a decrease of 5.4%[37]. - Current assets increased slightly to HKD 705 million from HKD 688 million, showing a growth of 2.5%[37]. - Cash and cash equivalents decreased significantly to HKD 4 million from HKD 48 million, a decline of 91.7%[39]. - The group reported a net cash outflow from operating activities of HKD 38 million, compared to HKD 119 million in the previous year, indicating a reduction in cash burn[44]. Shareholder Information - As of June 30, 2022, the company had a total of 183,846,100,000 shares issued[109]. - Major shareholder CCT Capital International Holdings Limited holds 43,667,100,000 shares, representing 23.75% of total equity[108]. - Major shareholder Zhongjian Telecommunications Investment Limited holds 28,467,100,000 shares, representing 15.48% of total equity[108]. - Major shareholder Yonghua Group Limited holds 15,200,000,000 shares, representing 8.27% of total equity[108]. - Mr. Wang holds 53,667,100,000 shares, representing approximately 29.19% of the total issued shares[94]. - Mr. Mak held 43,667,100,000 shares and had options for 2,620,000,000 shares, totaling 46,287,100,000 shares or 25.18%[94]. Corporate Governance - The company has maintained compliance with the corporate governance code during the reporting period, with a clear distinction between the roles of the Chairman and the CEO[126]. - The company’s board consists of two executive directors and three independent non-executive directors, ensuring a balance of skills and experience[127]. - The audit committee has reviewed the interim report, including the unaudited condensed consolidated financial statements for the six months ending June 30, 2022[130]. Future Plans and Outlook - The company plans to diversify its income base by exploring new business opportunities, including real estate mortgages and luxury financing[14]. - The global economic outlook remains uncertain, with ongoing challenges from the COVID-19 pandemic affecting recovery efforts[14]. - The "中建 • 俊公館" project is still under development, with completion expected in 2024[9]. Dividends and Share Consolidation - The company does not recommend any interim dividend for the six months ended June 30, 2022, consistent with the previous year[10]. - The company approved a share consolidation where every 100 existing shares of HKD 0.01 each will be consolidated into 1 share of HKD 1.00[91]. - Following the share consolidation, the company's issued share capital will be reduced from HKD 1,838,461,000 to HKD 18,384,610[91].