Market Performance - In 2022, the national sales area of commercial housing was 1.36 billion square meters, a year-on-year decline of 24.3%[8] - The sales amount for the same period was 13.3 trillion yuan, down 26.7% year-on-year[8] - The inventory of commercial housing exceeded 500 million square meters, with residential inventory rising 18% year-on-year to over 270 million square meters[8] - The overall development investment and sales both fell to a five-year low, indicating significant pressure on the investment side[8] - The land market saw a nearly 40% year-on-year decline in transaction volume and value, with the overall bidding rate dropping to below 4%, a decrease of over 60% year-on-year[29] - The threshold for the top 100 real estate companies fell to RMB 10 billion, a decline of over 50% compared to RMB 27.1 billion in the previous year[30] - The company experienced increased promotional expenses in 2022 due to market downturns, leading to a decline in gross profit[10] Financial Performance - The company will not recommend the distribution of a final dividend for the year ending December 31, 2022, to maintain healthy liquidity levels[12] - The overall gross profit for the year was approximately RMB 0.3 million, down from RMB 9.9 million in the previous year, resulting in a gross margin decrease to 2.5% from 24.6%[33] - The company recorded a net loss attributable to shareholders of approximately RMB 14.3 million for the year, compared to a loss of RMB 2.9 million in 2021[33] - As of December 31, 2022, the group's net current assets were approximately RMB 15,898,000, down from RMB 25,634,000 in 2021, indicating a decrease of about 38.5%[44] - The total assets of the group as of December 31, 2022, were approximately RMB 36,708,000, a decline from RMB 44,118,000 in 2021, representing a decrease of about 16.5%[44] - The group's equity attributable to owners was approximately RMB 20,391,000 as of December 31, 2022, down from RMB 34,259,000 in 2021, reflecting a decrease of about 40.5%[44] - The capital debt ratio of the group was 39.2% as of December 31, 2022, compared to 14.6% in 2021, indicating a significant increase in leverage[48] Strategic Focus and Future Plans - The company plans to focus on a "housing is for living, not for speculation" policy in 2023, with expectations for market recovery in the second half of the year[11] - Financing conditions for real estate companies are expected to improve, with increased support for reasonable financing needs and a broadening of financing channels[11] - The market is anticipated to reach peak transaction volumes in core cities in the third and fourth quarters of 2023, driving recovery in second and third-tier cities[11] - The company will continue to align its market positioning with domestic economic and market developments in 2023, focusing on leveraging its experience advantages and existing industry resources[15] - The company aims to expand its real estate consulting, sales agency, and asset management businesses in first- and second-tier cities to increase project quantity and identify suitable investment opportunities[15] Operational Efficiency and Cost Management - The company is committed to reducing operating expenses and strictly controlling cash flow through enhanced budget management and cost control to ensure a healthy financial status[15] - The overall operating and administrative expenses increased by approximately 13.7% compared to the previous year, primarily due to increased research costs related to industry trends[33] - The company aims to reduce greenhouse gas emissions by 3% before 2026, aligning with local government regulations by 2030 and achieving carbon neutrality by 2050[62] - The company has established a governance framework for environmental, social, and governance (ESG) factors, integrating them into operations to create sustainable value for stakeholders[75] Employee and Workplace Management - The total number of employees at the end of the reporting period was 80, with a gender ratio of 1:1.29 (45 males and 35 females) [107] - The employee turnover rate was 45%, with 65 employees leaving during the reporting period [107] - The company emphasizes employee training and well-being to create a harmonious and safe working environment [103] - The company has established an employee welfare committee to enhance employee cohesion and morale through various activities[115] - The company provides competitive compensation and benefits to attract and retain qualified employees [112] Environmental Impact and Sustainability - The total greenhouse gas emissions for the reporting period were 24.89 tons, a decrease from 33.56 tons in the previous year, representing a reduction of approximately 26%[141] - The company aims to reduce all emissions, energy consumption, and resource consumption by 3% before 2026[133] - The company has established a green office policy to enhance environmental awareness among employees[147] - The company has identified climate-related risks and opportunities that are critical to its assets and services, focusing on enhancing operational reliability and efficiency[169] Governance and Compliance - The group has a zero-tolerance policy towards corruption, bribery, and fraud, adhering to local and national anti-corruption laws[93] - All employees and directors are required to undergo anti-corruption training and sign a corporate integrity guarantee[95] - The company has complied with all relevant laws and regulations that significantly impact its operations during the year[190] - The company has established measures to prevent child labor and forced labor within its operations[179]

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責，對其準確 性或完整性亦不發表任何聲明，並明確表示，概不對因本公告全部或任何部分內容而產生或 因倚賴該等內容而引致的任何損失承擔任何責任。 Fortune Sun (China) Holdings Limited 富 陽（ 中 國 ）控 股 有 限 公 司 （於開曼群島註冊成立之有限公司） （股份代號：00352） 截至二零二二年十二月三十一日止年度 全年業績公告 富陽（中國）控股有限公司（「本公司」）董事（「董事」）會（「董事會」）宣佈本公司 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（「本年 度」）的經審核綜合業績，連同二零二一年的比較數字呈列如下： 綜合損益表 截至二零二二年十二月三十一日止年度 二零二二年 二零二一年 附註 人民幣千元 人民幣千元 收益 4 11,925 40,243 銷售成本 (11,621) (30,357) 毛利 304 9,886 ...

Financial Performance - For the six months ended June 30, 2022, the company reported revenue of RMB 6,502,000, a decrease of 73.7% compared to RMB 24,741,000 for the same period in 2021[6]. - The gross profit for the same period was RMB 1,050,000, down 84.2% from RMB 6,620,000 in 2021[6]. - The company incurred a loss before tax of RMB 3,926,000, compared to a profit of RMB 173,000 in the previous year[6]. - Basic and diluted loss per share was RMB 1.59, compared to earnings of RMB 0.1 per share in 2021[6]. - Total comprehensive loss for the period was RMB 3,636,000, compared to a comprehensive income of RMB 145,000 in the same period last year[7]. - The company reported a loss attributable to owners of approximately RMB 3,926,000 for the first half of 2022, compared to a profit of RMB 173,000 in the same period of 2021[28]. - The company did not recommend any interim dividend for the review period, consistent with the previous year[27]. Assets and Liabilities - As of June 30, 2022, total assets amounted to RMB 56,601,000, down from RMB 69,658,000 at the end of 2021[10]. - The company's net asset value decreased to RMB 30,623,000 from RMB 34,259,000 at the end of 2021[10]. - Trade receivables decreased to RMB 10,678,000 from RMB 17,867,000 at the end of 2021, indicating a reduction of 40.2%[10]. - The group's total unaudited assets were approximately RMB 37.3 million as of June 30, 2022, compared to RMB 44.1 million as of December 31, 2021, reflecting a decline of around 15.5%[63]. - The group's unaudited shareholder equity was approximately RMB 30.6 million as of June 30, 2022, down from RMB 34.3 million as of December 31, 2021, representing a decrease of about 10.8%[63]. - The group had no short-term borrowings and long-term borrowings of RMB 2 million as of June 30, 2022, down from RMB 5 million as of December 31, 2021, showing a reduction of 60%[64]. Cash Flow - The net cash generated from operating activities for the first half of 2022 was RMB 1,471,000, compared to a net cash outflow of RMB 1,425,000 in the same period of 2021[14]. - The cash used in investing activities was RMB (14,000) in 2022, a significant decrease from RMB 6,946,000 in 2021[14]. - The cash used in financing activities increased to RMB (3,000,000) in 2022 from RMB (93,000) in 2021[14]. - The total cash and cash equivalents at the end of June 2022 were RMB 6,414,000, down from RMB 11,909,000 at the end of 2021[14]. Market Conditions - The Chinese economy faced significant downward pressure in the first half of 2022, with GDP growth of only 2.5% year-on-year, and a mere 0.4% growth in the second quarter[41]. - The external environment remains challenging with geopolitical conflicts and potential global economic recession risks, while internal demand is expected to contract[56]. - The company expects the Cambodian market environment to remain unfavorable throughout 2022 due to the ongoing pandemic[53]. - The central government is expected to continue releasing supportive policies for the real estate market to stimulate recovery in the second half of 2022[56]. Shareholder Information - As of June 30, 2022, the total issued shares of the company were 246,183,390[84]. - Ms. Zhang holds 89,659,979 shares, representing approximately 36.42% of the total shares[86]. - Ms. Lin has a beneficial interest in 43,722,460 shares, accounting for about 17.76%[86]. - Mr. Han owns 7,051,801 shares, which is approximately 2.86% of the total shares[82]. - The company has granted stock options totaling 4,200,000 shares to Mr. Jiang and Ms. Zhang as part of its stock option plan[84]. - The company has granted a total of 6,800,000 stock options under the stock option plan, which remains unexercised as of June 30, 2022[96]. Governance and Compliance - The audit committee has reviewed the unaudited condensed consolidated interim financial statements for the six months ending June 30, 2022, and found no objections to the accounting treatments adopted[106]. - The company maintains sufficient public float as required by the listing rules[102]. - The company has adopted a code of conduct for directors' securities transactions, confirming compliance for the six months ending June 30, 2022[104]. - The chairman and CEO roles are not separated, which the board believes enhances leadership effectiveness and decision-making efficiency[103].

Real Estate Market Overview - In 2021, the real estate market experienced significant challenges, with a decline in investment and both supply and transaction volumes dropping [5]. - The sales area and sales amount of commodity residential properties maintained double-digit growth, but the overall market growth rate significantly decreased compared to 2020 [6]. - By the end of December 2021, the national inventory of commercial housing reached 51.023 million square meters, an increase of 1.137 million square meters year-on-year, marking a historical high [6]. - The real estate industry faced significant challenges in 2021, with investment contraction and declines in both supply and transaction volume [27]. - Despite the overall downturn, the new residential property market saw a slight increase in transaction volume and average price compared to the end of 2020 [27]. - In 2021, the real estate market saw a 15.5% year-on-year decline in transaction area, while transaction value increased by 2.8% compared to the end of 2020 [28]. - The forecast for GDP growth in 2022 is 5.5%, with the real estate industry expected to experience cautious investment trends due to market confidence issues [40]. - The new residential market in China is anticipated to enter a phase of negative growth in 2022, with sales volume slightly declining and average prices remaining stable [43]. - The overall performance of the Chinese housing market is expected to stabilize in 2022, with core cities likely to maintain growth while lower-tier cities face inventory pressure [43]. Company Financial Performance - The company faced increased promotional expenses in the second half of 2021 due to market downturns, leading to a decrease in gross profit [8]. - The group's gross profit for the year was approximately RMB 9.9 million, down from RMB 10.7 million the previous year, resulting in a gross profit margin decrease to 24.6% from 40.0% [34]. - The group recorded a loss attributable to shareholders of approximately RMB 2.9 million for the year, compared to a profit of RMB 58,000 the previous year [34]. - The overall operating and administrative expenses increased by approximately 7.4% year-on-year, primarily due to increased business travel for seeking opportunities [34]. - Revenue from comprehensive real estate consulting and sales agency services accounted for approximately 97.6% of total revenue, up from 85.0% in 2020 [35]. - The group's revenue from comprehensive real estate consulting and sales agency services increased by approximately 41.8% year-on-year, driven by strong market momentum [36]. - The company will not recommend the distribution of a final dividend for the year ending December 31, 2021, due to the need to maintain healthy liquidity levels amid market uncertainties [9]. - The company adopted a dividend policy targeting a payout ratio of 10% to 30% of consolidated net profit for the fiscal year [183]. - As of December 31, 2021, the company's distributable reserves amounted to approximately RMB 4,495,000, a decrease from RMB 8,883,000 in 2020 [191]. - The board has decided not to recommend any final dividend for the year ended December 31, 2021 [182]. Business Strategy and Future Plans - In 2022, the company plans to expand its real estate consulting, sales agency, and asset management businesses in first- and second-tier cities to identify suitable investment opportunities [10]. - The company aims to strengthen budget management and cost control to reduce operating expenses and ensure a healthy financial status for sustainable long-term development [10]. - The company plans to continue exploring opportunities in the Southeast Asian market, particularly in Cambodia, despite the significant impact of the pandemic on performance [44]. - The company is committed to sustainable development and aims to integrate sustainability into its business value chain [65]. - The company aims to provide comprehensive and high-quality real estate consulting and sales services to its clients, ensuring accurate project information and market insights [180]. Environmental, Social, and Governance (ESG) Initiatives - The board has established a cross-departmental ESG working group to enhance cooperation and ensure consistent performance [70]. - The company has set clear short-term and long-term sustainability goals to achieve continuous emission reduction progress [70]. - The company will continue to monitor and review its ESG performance regularly [71]. - A total of 28 sustainability issues were identified through an online survey involving internal and external stakeholders, focusing on areas such as labor practices, environmental protection, and community investment [76]. - The importance matrix identified 10 key ESG issues prioritized by stakeholders, including business ethics, anti-corruption training, customer satisfaction, and employee development [82]. - The company emphasizes the protection of customer privacy and corporate data, ensuring compliance with all relevant laws and regulations regarding data privacy [85]. - A zero-tolerance policy towards corruption, bribery, and fraud is enforced, with all employees required to undergo anti-corruption training and sign a compliance agreement [86]. - The company has established an Environmental, Social, and Governance (ESG) working group to integrate ESG factors into operations and report on performance regularly to management [74]. - The company has implemented various resource-saving measures, including energy-efficient lighting and water-saving devices, to reduce operational carbon footprint [129]. - The company has identified climate-related risks and opportunities, emphasizing the importance of transitioning to a low-carbon economy [149]. Employee Management and Welfare - The total number of employees as of December 31, 2021, was 101, with a gender ratio of 1:1.15 (54 males and 47 females) [99]. - The employee turnover rate was 9%, with 105 employees leaving, including 43 males (7%) and 62 females (11%) [99]. - The company has established a "Intellectual Property Management System" to protect the rights of the group and its clients, adhering to relevant laws such as the Patent Law and Copyright Law [91]. - The company emphasizes employee welfare by providing competitive salaries, statutory holidays, and various benefits, including marriage leave and transportation allowances [94]. - The company encourages employee feedback through dedicated channels, ensuring confidentiality and prompt follow-up on complaints or suggestions [98]. - The company aims to create a harmonious and safe working environment to retain talent and enhance employee satisfaction [93]. - A total of 85 employees, representing 84% of the workforce, received training during the year, with 47 males (87%) and 38 females (81%) participating [108]. - The average training hours per employee totaled 799 hours, with both male and female employees averaging 8 hours each [108]. - The company has implemented a system to ensure no child or forced labor is employed, with no significant non-compliance cases reported during the year [95]. Supply Chain Management - The company maintained a total of 20 primary suppliers, all located in China, ensuring a stable supply chain [112]. - The company has implemented a supplier selection and evaluation process to ensure quality products and services, with performance assessments conducted post-delivery [113]. - All suppliers are required to adhere to the company's Supplier Code of Conduct, which includes five key areas: working conditions, environmental responsibility, delivery quality standards, anti-corruption, and intellectual property [114]. Operational Performance and Compliance - The company has complied with all relevant laws and regulations that have a significant impact on its operations during the fiscal year ending December 31, 2021 [176]. - The company did not violate any environmental laws or regulations during the reporting year [120]. - The company has not received any complaints regarding its products or services during the reporting period, indicating compliance with health, safety, and advertising regulations [90]. - The company faces significant risks and uncertainties, which are discussed in the management discussion and analysis section of the report [181].

Financial Performance - The company reported revenue of RMB 24,741,000 for the six months ended June 30, 2021, a significant increase of 243% compared to RMB 7,217,000 in the same period of 2020[5] - Gross profit for the same period was RMB 6,620,000, up from RMB 1,957,000, reflecting a gross margin improvement[5] - The company achieved a profit before tax of RMB 173,000, a turnaround from a loss of RMB 4,173,000 in the previous year[5] - Total comprehensive income for the period was RMB 145,000, compared to a loss of RMB 4,084,000 in the prior year[6] - Basic earnings per share improved to RMB 0.1 from a loss of RMB 1.7 per share in the same period last year[5] - The company recorded a net profit of approximately RMB 0.2 million for the six months ended June 30, 2021, compared to a net loss of approximately RMB 4.2 million in the same period last year, indicating a turnaround in performance[46] Assets and Liabilities - The company's total assets as of June 30, 2021, were RMB 42,465,000, slightly up from RMB 42,320,000 at the end of 2020[9] - Current assets amounted to RMB 33,353,000, compared to RMB 33,977,000 at the end of 2020, indicating a decrease in liquidity[9] - The company maintained a net asset value of RMB 37,465,000, an increase from RMB 37,320,000 at the end of the previous year[9] - The company had no short-term borrowings and long-term borrowings of RMB 5 million as of June 30, 2021, consistent with the previous year[59] - The company has no significant contingent liabilities as of June 30, 2021[39] Revenue Sources - Total revenue from real estate consulting and sales agency services in China reached RMB 24,403 thousand for the six months ended June 30, 2021, a significant increase of 345% from RMB 5,462 thousand in 2020[19] - Revenue from comprehensive real estate consulting and sales agency services accounted for approximately 98.6% of total revenue, up from 77.2% in the same period last year[46] - The company executed 12 comprehensive real estate consulting and sales agency projects in China and Cambodia, with a total floor area of approximately 83,000 square meters, a significant increase from 9 projects and 42,000 square meters in the same period last year[49] - The company provided pure real estate planning consulting services for 3 property development projects, generating total revenue of approximately RMB 331,000, which accounted for about 1.4% of total revenue, down from 22.8% in the same period last year[52] Cash Flow and Investments - The company’s net cash used in operating activities for the six months ended June 30, 2021, was RMB (1,425) thousand, compared to RMB (8,826) thousand for the same period in 2020, indicating an improvement[12] - The net cash generated from investing activities was RMB 6,946 thousand for the six months ended June 30, 2021, slightly down from RMB 7,264 thousand in 2020[12] - The cash and cash equivalents at the end of the period increased to RMB 11,909 thousand from RMB 8,646 thousand at the end of the previous year[12] - The company acquired property, plant, and equipment amounting to RMB 45,000 during the review period, unchanged from the same period in 2020[28] Operational Efficiency - The company’s operating and administrative expenses decreased by approximately 3.3% during the reporting period due to strict cost-saving measures[44] - The liquidity ratio increased from 5.90 as of December 31, 2020, to 6.76 as of June 30, 2021, indicating improved financial stability[57] Market Conditions and Future Outlook - The real estate market in China showed a strong recovery, with GDP growth of approximately 12.7% year-on-year and a record high in national commodity housing sales of about RMB 9.3 trillion, up approximately 38.9% year-on-year[40] - The company anticipates a continued tight regulatory environment in China's real estate market, with a focus on cautious operations and risk prevention[53] - The company is closely monitoring the economic and market conditions in China due to the impact of the Delta variant of COVID-19, which may hinder economic recovery[56] - The company plans to enhance cost control measures and strictly manage cash flow to improve operational performance in the second half of the year[56] Shareholder Information - Active Star holds 89,659,979 shares, representing 36.42% of the total shares issued as of June 30, 2021[80] - Upwell Assets owns 43,722,460 shares, accounting for 17.76% of the total shares issued as of June 30, 2021[80] - The total number of shares issued by the company as of June 30, 2021, is 246,183,390[82] - The stock option plan was adopted on June 17, 2016, and is valid for ten years, allowing the company to grant options to selected participants[83] - The stock options granted to Zhang and Jiang amount to 4,200,000 shares, with 1,800,000 and 2,400,000 shares respectively[79] Corporate Governance - The company has adhered to the corporate governance code, with no deviations reported for the six months ending June 30, 2021[95] - All directors confirmed compliance with the standard code of conduct for securities trading for the six months ending June 30, 2021[96] - The audit committee, consisting of three independent non-executive directors, reviewed the unaudited interim financial statements for the six months ending June 30, 2021[98]

目錄 | | 頁次 | | --- | --- | | 公司資料 | 2 | | 主席報告 | 4 | | 董事及高級管理層 | 6 | | 管理層討論及分析 | 9 | | 環境、社會及管治報告 | 19 | | 董事會報告 | 38 | | 企業管治報告 | 53 | | 獨立核數師報告 | 66 | | 綜合損益表 | 72 | | 綜合損益及其他全面收益表 | 73 | | 綜合財務狀況表 | 74 | | 綜合權益變動表 | 76 | | 綜合現金流量表 | 77 | | 綜合財務報表附註 | 79 | | 財務資料摘要 | 135 | | 主要房地產摘要 | 136 | 公司資料 董事會 執行董事 江陳鋒先生 （主席） 張秀華女士 韓林先生 非執行董事 林倩如女士 獨立非執行董事 崔士威先生 林俊才先生 鄒耀明先生 執行委員會 江陳鋒先生 （主席） 張秀華女士 韓林先生 審核委員會 鄒耀明先生 （主席） 崔士威先生 林俊才先生 薪酬委員會 崔士威先生 （主席） 林俊才先生 鄒耀明先生 提名委員會 江陳鋒先生 （主席） 林俊才先生 鄒耀明先生 註冊辦事處 2nd Floor, Century Yar ...

Financial Performance - Revenue for the six months ended June 30, 2020, was RMB 7,217,000, an increase of 6.4% compared to RMB 6,782,000 for the same period in 2019[5] - Gross profit for the period was RMB 1,957,000, compared to a gross loss of RMB 1,825,000 in the previous year, indicating a significant turnaround[5] - The company reported a loss before tax of RMB 4,173,000, which is a 53% improvement from a loss of RMB 8,852,000 in the same period last year[5] - Basic and diluted loss per share improved to RMB 1.7 from RMB 2.5 year-on-year, reflecting better operational performance[5] - The company reported a total comprehensive loss of RMB (6,049) thousand for the six months ended June 30, 2020, compared to a loss of RMB (8,781) thousand in the previous period[10] - The net loss for the period was approximately RMB 4.2 million, a significant decrease of about 52.9% compared to a net loss of approximately RMB 8.9 million in the same period last year[46] Assets and Liabilities - Total assets decreased to RMB 35,840,000 as of June 30, 2020, down from RMB 42,940,000 at the end of 2019[9] - Current liabilities were reduced to RMB 7,158,000 from RMB 8,555,000, indicating improved liquidity management[9] - The company's net asset value decreased to RMB 33,394,000 from RMB 39,534,000, primarily due to the losses incurred[9] - The company reported a net asset value of approximately RMB 28.7 million as of June 30, 2020, down from RMB 34.4 million as of December 31, 2019[63] - The total assets were approximately RMB 40.5 million as of June 30, 2020, compared to RMB 48.2 million as of December 31, 2019[63] Cash Flow - For the six months ended June 30, 2020, the net cash used in operating activities was RMB (8,826) thousand, an improvement from RMB (15,504) thousand in the same period of 2019[13] - The net cash generated from investing activities was RMB 7,264 thousand, compared to RMB (2,842) thousand in the prior year, indicating a positive shift in investment cash flow[13] - The cash and cash equivalents at the end of the period were RMB 8,646 thousand, slightly down from RMB 10,528 thousand at the beginning of the period[13] Trade Receivables - The company reported an increase in trade receivables to RMB 12,806,000 from RMB 11,443,000, suggesting a growth in sales[9] - Accounts receivable from customer contracts increased to RMB 12,806 thousand as of June 30, 2020, compared to RMB 11,443 thousand as of December 31, 2019[21] - The total trade receivables increased to RMB 13,593,000 as of June 30, 2020, up from RMB 12,230,000 as of December 31, 2019[31] - The average credit period granted to customers is 90 days, with trade receivables net of provisions amounting to RMB 12,806,000[31] - The company maintained a strict control over its overdue receivables, with a significant portion (RMB 5,348,000) of trade receivables aged 0 to 90 days[32] Operational Highlights - The company operates primarily in the real estate market in China and Southeast Asia, focusing on providing consulting and sales agency services[21] - Revenue from comprehensive real estate consulting and sales agency services accounted for approximately 77.2% of total revenue, down from 91.3% in the same period last year[46] - The company executed 9 comprehensive real estate consulting and sales agency service projects in China and Cambodia, with a total floor area of approximately 42,000 square meters[49] - Revenue from pure real estate planning and consulting services was approximately RMB 1.646 million, representing 22.8% of total revenue, up from 8.7% in the same period last year[52] - The company anticipates continued demand for real estate market consulting services from small and medium-sized developers due to market uncertainties caused by the pandemic[52] Cost Management - The overall operating and administrative expenses decreased by approximately 11.7% due to strict cost-saving measures and a voluntary 20% salary reduction for directors and senior management[44] - The company aims to enhance its operational performance in the second half of 2020 by controlling costs and cash flow[59] Shareholder Information - Mr. Jiang holds 89,659,979 shares of ordinary stock, representing approximately 36.42% of the company[76] - Ms. Lin holds 43,722,460 shares of ordinary stock, representing approximately 17.76% of the company[76] - Mr. Han holds 7,051,801 shares of ordinary stock, representing approximately 2.86% of the company[76] - The total number of shares issued by the company as of June 30, 2020, is 252,983,390[80] - The company has adopted a share option plan to reward eligible participants, including employees, for their contributions[73] Market Conditions and Future Outlook - The company expects the policy environment for the real estate industry to improve in the second half of 2020, which may lead to gradual performance recovery[41] - The Cambodian real estate market was significantly impacted by the pandemic, with a sharp decline in export orders and housing demand[44] - The company is assessing its business plans in Cambodia due to significant uncertainties in the real estate market caused by the pandemic[60] - The company plans to expand its residential property consulting and agency services in China's second to fourth-tier cities[57] - The company is exploring opportunities in other cities in China to maintain its market share[57] Compliance and Governance - The audit committee, composed of three independent non-executive directors, reviewed the unaudited interim financial statements for the six months ending June 30, 2020[105] - The company has adopted a code of conduct for directors' securities trading, confirming compliance with the standards set forth in the listing rules[104] - The company believes that having the same individual serve as both chairman and CEO ensures consistent leadership and effective strategic deployment[103]

Market Performance - In 2019, the total sales area of commercial housing in China reached 1.33 billion square meters, a year-on-year increase of 0.1%[8] - The average floor price of residential land increased by nearly 20% due to a significant increase in land transactions in first- and second-tier cities[9] - The decline in revenue was mainly due to a significant drop in demand in first and second-tier cities in China, influenced by the US-China trade war and increased regulatory measures by the Chinese government[16] - The group anticipates a short-term decline in sales revenue due to the COVID-19 outbreak, with stabilization expected in the second or third quarter of 2020[38] - In 2020, the national new housing sales area is expected to decline by approximately 10%, with a larger decrease anticipated in the first quarter[49] Financial Performance - The group's total comprehensive property consulting and sales agency service revenue decreased significantly by approximately 47.7%[13] - The audited revenue for the year was approximately RMB 14.4 million, a substantial decline of about 44.9% compared to RMB 26.1 million in the same period last year[13] - The group recorded a gross loss of approximately RMB 169,000, compared to a gross profit of approximately RMB 4.6 million in the previous year[13] - The loss attributable to shareholders increased from RMB 7.6 million in the previous year to RMB 12.4 million[13] - Basic loss per share for 2019 was approximately RMB 5.05, compared to RMB 3.08 in 2018[13] - The net loss for the year was approximately RMB 167 million, a substantial increase of about 141.9% compared to a net loss of RMB 69 million in the previous year[31] Operational Challenges - The overall financing cost for real estate companies has increased due to stringent financial regulations[11] - The number of projects launched by property developers decreased due to the impact of the trade war and government restrictions, leading to a significant reduction in demand for the group's services[32] - The company continues to evaluate the impact of the pandemic on its operations and financial performance while strengthening cost control measures[156] Strategic Plans - The group plans to continue expanding its project base and enhance the quantity and quality of property planning, consulting, and sales agency services[12] - The company plans to adjust its market positioning based on the development trends of the Chinese economy and government policies, while seeking suitable investment opportunities[17] - The company aims to reduce operating expenses through enhanced budget management and strict cost control measures to ensure financial stability[17] - The group aims to maintain a cautious approach to market fluctuations while seeking new business partners and opportunities in China and Southeast Asia[56] Sustainability and ESG Practices - The company emphasizes sustainable development as a key component of its long-term business growth and is committed to reducing environmental impact[77] - The report outlines the company's efforts in environmental, social, and governance (ESG) practices during the fiscal year ending December 31, 2019[78] - The company identified 27 sustainability issues impacting its operations, including labor practices, environmental protection, supply chain management, and community investment[83] - The company has not reported any violations of environmental laws and regulations during the reporting year[121] Employee Relations - The group is committed to enhancing employee satisfaction and providing a harmonious and safe working environment to retain talent[97] - Competitive salaries and various benefits, including marriage leave, maternity leave, and transportation allowances, are provided to employees[98] - Regular training programs are implemented to improve employees' knowledge, skills, and overall job satisfaction, contributing to the group's strategic goals[108] - The group adheres to local labor laws and has not violated any employment regulations during the reporting year[102] Shareholder Information - The group recorded a loss for the year ending December 31, 2019, and the board decided not to recommend any final dividend for shareholders[158] - The company's distributable reserves as of December 31, 2019, were approximately RMB 20,621,000, a decrease from RMB 21,893,000 in 2018[169] - The board aims to recommend an annual dividend with a target payout ratio of 10% to 30% of the consolidated net profit for the fiscal year[161] - The board's decision to propose any dividend is at its absolute discretion and subject to shareholder approval[161] Share Option Scheme - The company has granted stock options totaling 4,200,000 shares to Mr. Jiang and his spouse, which are included in their holdings[181] - The share option plan was adopted on June 17, 2016, and is valid for ten years, allowing selected participants to be granted options as a reward for their contributions[186] - The exercise price of the options cannot be lower than the highest of the closing price on the grant date or the average closing price over the five trading days preceding the grant date[192]

Financial Performance - For the six months ended June 30, 2019, the company reported revenue of RMB 6,782,000, a decrease of 54.5% compared to RMB 14,904,000 for the same period in 2018[6]. - The company incurred a gross loss of RMB 1,825,000, compared to a gross profit of RMB 3,327,000 in the previous year, indicating a significant decline in profitability[6]. - The pre-tax loss for the period was RMB 8,852,000, which is a substantial increase from the pre-tax loss of RMB 2,557,000 in the same period last year, reflecting a 246.5% increase in losses[6]. - The total comprehensive loss for the period was RMB 8,781,000, compared to RMB 2,514,000 in the prior year, representing a 249.5% increase in total losses[7]. - Basic loss per share was RMB 2.5, compared to RMB 1.5 in the previous year, indicating a worsening of the company's financial performance[6]. - The company reported a net loss attributable to owners of the company of approximately RMB 6,120,000 for the six months ended June 30, 2019, compared to a loss of RMB 3,665,000 in the same period of 2018[33]. - The total comprehensive income for the six months ended June 30, 2019, was RMB (6,049) thousand, compared to RMB (3,622) thousand for the same period in 2018, indicating a worsening financial performance[11]. Asset and Equity Changes - Non-current assets decreased from RMB 5,057,000 as of December 31, 2018, to RMB 4,880,000 as of June 30, 2019, reflecting a decline of 3.5%[10]. - Current assets decreased from RMB 66,111,000 to RMB 50,577,000, a reduction of 23.5%, indicating a tightening of liquidity[10]. - The company's cash and cash equivalents decreased significantly from RMB 25,005,000 to RMB 8,628,000, a decline of 65.5%[10]. - The total equity attributable to owners of the company decreased from RMB 49,726,000 to RMB 43,736,000, a drop of 12.1%[10]. - As of June 30, 2019, the total equity attributable to owners of the company was RMB 43,736 thousand, a decrease from RMB 54,763 thousand at the beginning of the year[11]. - The company reported a total loss of RMB (83,752) thousand in accumulated losses as of June 30, 2019, compared to RMB (71,690) thousand at the beginning of the year, indicating increasing financial strain[11]. Cash Flow Analysis - For the six months ended June 30, 2019, the net cash used in operating activities was RMB (15,504) thousand, compared to RMB (3,613) thousand for the same period in 2018, indicating a significant increase in cash outflow[13]. - The net cash used in investing activities was RMB (2,842) thousand for the first half of 2019, a decrease from RMB 1,669 thousand in the previous year, reflecting a shift towards more cash outflow in investments[13]. - The net cash generated from financing activities was RMB 1,898 thousand in 2019, down from RMB 5,190 thousand in 2018, suggesting reduced financing inflows[13]. - The cash and cash equivalents at the end of the period were RMB 8,628 thousand, down from RMB 15,784 thousand at the beginning of the year, reflecting a decline in liquidity[13]. Revenue Sources and Trends - For the six months ended June 30, 2019, the total revenue from real estate consulting and sales agency services in China was RMB 5,112,000, a decrease of 64% compared to RMB 14,196,000 in the same period of 2018[26]. - The total revenue from Cambodia increased significantly to RMB 1,080,000 from RMB 142,000, marking a growth of 661% year-on-year[26]. - The total revenue from pure real estate planning consulting services in China was RMB 590,000, slightly up from RMB 566,000 in the previous year[26]. - The group recorded total revenue primarily from Jiangsu Province (43.3%), followed by Hubei Province (32.8%) and Phnom Penh, Cambodia (17.7%) during the review period[58]. - The total unaudited revenue from comprehensive real estate consulting and sales agency services was approximately RMB 6,192,000, accounting for about 91.3% of the total unaudited revenue for the period[61]. Operational and Market Conditions - The company noted a significant decline in the transaction scale of commodity residential sales compared to the same period last year, particularly in second and third-tier cities[47]. - The company is concentrating its business development efforts in third and fourth-tier cities due to structural adjustments made last year[47]. - The forecast for the second half of the year indicates a continued decline in supply in third and fourth-tier cities, with overall transaction volume expected to decrease by approximately 15% year-on-year[67]. - The overall housing prices in most third and fourth-tier cities are expected to show a downward trend due to weak purchasing power, with significant differentiation among cities[68]. - The group anticipates that the transaction volume in third and fourth-tier cities will continue to decline, reflecting a "more drops than rises" pattern for the year[67]. Shareholder and Equity Information - Active Star Investment Limited holds 86,861,979 shares, representing 35.28% of the total shares outstanding[90]. - Upwell Assets Corporation owns 43,722,460 shares, accounting for 17.76% of the total shares outstanding[90]. - The total number of shares issued by the company as of June 30, 2019, is 253,083,390[88]. - The company granted stock options totaling 4,200,000 shares to Jiang and his wife, with 2,400,000 options granted to Jiang and 1,800,000 to his wife[88]. - The company has no other known interests or short positions in shares or related securities as of June 30, 2019[88]. - The total number of shares held by major shareholders is significant, with the top three shareholders holding over 60% of the total shares[90]. Corporate Governance and Compliance - The audit committee has been established in accordance with the corporate governance code and Listing Rule 3.21, consisting of three independent non-executive directors[115]. - The audit committee reviewed the unaudited condensed consolidated interim financial statements for the six months ended June 30, 2019[115]. - The financial statements were approved by the board of directors on August 26, 2019[116].

Economic Performance - In 2018, China's GDP grew by 6.7%, with quarterly growth rates of 6.8%, 6.7%, and 6.5% respectively, maintaining a range of 6.5%-6.9% for 12 consecutive quarters[7]. - The company anticipates that the real estate market in China will face overall pressure in 2019, with new construction and investment growth expected to remain at a low to medium pace, with new construction growth projected between 4.6% and 6.6%[43]. Real Estate Sector Insights - The real estate sector in China saw a 30% year-on-year increase in the supply of residential land, driven by government policies to boost land availability[8]. - The company reported that leading real estate firms maintained sales growth, with major firms' land acquisition amounts accounting for nearly 30% of the total sales value of commercial housing during the same period[9]. - Investment in residential properties reached RMB 70,370 billion in 2018, reflecting a growth of 13.7%[34]. Company Operations and Projects - The company executed a total of 17 projects in 2018, with 12 related to comprehensive real estate consulting and sales agency services, and a total saleable area of approximately 546,000 square meters[13]. - The company has 16 executable projects as of December 31, 2018, indicating a focus on increasing the quantity and quality of property planning, consulting, and sales agency services[13]. - The company is actively seeking market opportunities in Cambodia, with several projects already in execution and more in the preliminary stages, expecting profitability in the coming years[12]. Financial Performance - The audited revenue for the year was approximately RMB 26,103,000, a slight decline of about 1.0% compared to RMB 26,367,000 in the same period last year[14]. - The group's total comprehensive property consulting and sales agency service revenue slightly decreased by approximately 0.4%, while revenue from real estate planning consulting dropped by 9.2%[14]. - The annual loss attributable to the company’s owners decreased from approximately RMB 16,644,000 in the previous year to about RMB 7,553,000 this year[14]. Cost Management - Overall service costs decreased by approximately 17.6%, primarily due to effective cost control in rental expenses and marketing expenditures for several major projects[14]. - The total operating and administrative expenses decreased by approximately 15.4%, mainly due to a reduction in amortization expenses related to newly issued convertible bonds[14]. Corporate Governance and Compliance - The company emphasizes the importance of compliance with local laws and regulations while enhancing corporate governance and communication with stakeholders[59]. - The company maintains a zero-tolerance policy towards corruption, bribery, and fraud, ensuring compliance with local and national anti-corruption laws[72]. - The board consists of three executive directors, one non-executive director, and three independent non-executive directors, with Jiang Chenfeng serving as the chairman[197]. Environmental, Social, and Governance (ESG) Initiatives - The report covers the group's environmental, social, and governance (ESG) performance for the fiscal year 2018, from January 1 to December 31[60]. - The group is committed to providing a comfortable and safe working environment, adhering to local occupational health and safety regulations[86]. - The company is dedicated to enhancing employee satisfaction and welfare, providing competitive salaries and various benefits, including paid leave and bonuses[79]. Employee Relations and Welfare - The company has established a welfare committee to organize employee activities, fostering cohesion and a sense of belonging among staff[79]. - Employee training programs are in place to enhance knowledge, skills, and overall job satisfaction, contributing to the group's strategic goals[88]. - The company ensures that all employees are treated equally, without discrimination based on gender, race, age, or other factors, promoting a fair and diverse workplace[79]. Shareholder Information - The board does not recommend the payment of a final dividend for the year ending December 31, 2018, due to the recorded loss and the need to maintain a stable cash flow level[17]. - The company has adopted a dividend policy targeting a payout ratio of 10% to 30% of the consolidated net profit for the fiscal year[140]. - As of December 31, 2018, the company's distributable reserves amounted to approximately RMB 21,893,000, a decrease from RMB 22,742,000 in 2017[148]. Sustainability Efforts - The company has implemented various measures to reduce operational carbon footprint and unnecessary operational costs[105]. - Total greenhouse gas emissions for the year amounted to 84.61 tons of CO2 equivalent, a decrease of 21.73% from 108.09 tons in 2017[102]. - The company engaged in community service activities, promoting social responsibility among employees[113].