香港交易及結算所有限公司及香港聯合交易所有限公司對本公佈的內容概不負責，對其 準確性或完整性亦不發表任何聲明，並明確表示概不就因本公佈全部或任何部分內容而 產生或因倚賴該等內容而引致的任何損失承擔任何責任。 SINO GOLF HOLDINGS LIMITED 順龍控股有限公司* （於百慕達註冊成立之有限公司） （股份代號：00361） 截至二零二二年十二月三十一日止年度之全年業績 及 恢復買賣 茲提述(i)順龍控股有限公司（「本公司」）日期為二零二三年四月二日之公佈，內容有關（其 中包括）延遲刊發截至二零二二年十二月三十一日止年度之經審核全年業績（「經審核之二 零二二年全年業績」）及董事會會議延期；(ii)本公司日期為二零二三年四月二十七日之公 佈（「四月二十七日公佈」），內容有關（其中包括）本公司之核數師辭任、進一步延遲刊發 經審核之二零二二年全年業績及延遲刊發截至二零二二年十二月三十一日止年度之年報 （「二零二二年年報」）；(iii)本公司日期為二零二三年五月四日之公佈，內容有關（其中包 括）建議委任本公司之核數師；及(iv)本公司日期為二零二三年五月三十日之公佈，內容 有關（其中包括）進一步延遲刊發經 ...

Financial Performance - Revenue for the six months ended June 30, 2022, was HKD 269,091,000, representing a 46.0% increase from HKD 184,287,000 in the same period of 2021[12] - Gross profit increased to HKD 32,507,000, up 56.7% from HKD 20,742,000 year-on-year[12] - The company reported a significant increase in profit before interest, tax, depreciation, and amortization (EBITDA) to HKD 10,711,000, a 452.1% rise from HKD 1,940,000 in the previous year[12] - The total comprehensive loss attributable to owners of the company was HKD 6,385,000, a decrease of 41.5% compared to HKD 10,938,000 in the prior period[12] - Basic and diluted loss per share improved to HKD (0.09) from HKD (0.21) year-on-year[16] - The company reported a pre-tax loss of HKD 10,980,000 for the six months ended June 30, 2022, compared to a profit of HKD 3,866,000 in the same period of the previous year, indicating a significant decline in profitability[40] - The group reported a pre-tax loss of 4,899 thousand HKD for the first half of 2022, compared to a loss of 10,938 thousand HKD in the same period of 2021[69] Assets and Liabilities - Non-current assets as of June 30, 2022, totaled HKD 287,793,000, a decrease from HKD 299,182,000 at the end of 2021[17] - Current assets increased to HKD 273,238,000 from HKD 258,330,000 at the end of 2021[17] - The company’s net current assets improved to HKD 32,535,000, up from HKD 26,900,000 at the end of 2021[17] - Total assets less current liabilities stood at HKD 320,328,000, slightly down from HKD 326,082,000 at the end of 2021[17] - The company reported a cash balance of HKD 128,325,000 as of June 30, 2022, compared to HKD 122,730,000 at the end of 2021[17] - The company’s total liabilities increased, with bank borrowings being a significant component, reflecting ongoing financing activities[28] - The group’s total assets were reported at 561,031 thousand HKD, with total liabilities of 299,699 thousand HKD[56] Cash Flow - The company reported a net cash inflow from operating activities of HKD 15,757,000 for the six months ended June 30, 2022, compared to HKD 12,224,000 for the same period in 2021, representing a year-over-year increase of approximately 29.5%[28] - The total cash and cash equivalents as of June 30, 2022, amounted to HKD 128,325,000, an increase from HKD 114,771,000 as of June 30, 2021, indicating a growth of about 11.7%[28] - The company incurred a financial expense of HKD 6,913,000 for the six months ended June 30, 2022, compared to HKD 5,434,000 in the previous year, reflecting an increase of approximately 27.2%[39] - The company’s investment activities resulted in a net cash outflow of HKD 795,000 for the six months ended June 30, 2022, compared to HKD 196,000 in the previous year, showing an increase in investment spending[28] Segment Performance - The group reported segment revenue of 238,495 thousand HKD for golf equipment, 165,210 thousand HKD for golf bags, and 30,596 thousand HKD for hotels in the first half of 2022[44] - The golf equipment business accounted for approximately 88.6% of the group's revenue, with sales increasing by about 44.4% to approximately HKD 238,495,000[119] - Sales to the largest segment customer for golf equipment grew by approximately 53.6% to about HKD 116,571,000, representing 48.9% of segment revenue[121] - The golf bag segment's revenue increased by approximately 60.4% to about HKD 30,596,000, with total sales growing by about 29.5% to approximately HKD 35,778,000[125] - The golf bag segment recorded a profit of approximately HKD 3,856,000, up from HKD 2,663,000 in the previous year[126] - The golf equipment division achieved a segment profit of approximately HKD 8,075,000, compared to a loss of HKD 806,000 in the same period last year[124] - The hotel business did not generate any revenue during the period, similar to the previous year, due to external restrictions[128] Government Support - The company received government grants amounting to HKD 677,000 during the reporting period, up from HKD 457,000 in the previous year, which is an increase of approximately 48.1%[28] - The group received wage subsidies of HKD 240,000 from the Hong Kong government and approximately HKD 437,000 from the Chinese government to stabilize employment[122] Corporate Governance - The audit committee consists of three independent non-executive directors, overseeing accounting policies and financial reporting[162] - The company has complied with the corporate governance code, with a noted deviation regarding the separation of the roles of chairman and CEO[160] - The compensation committee consists of three independent non-executive directors, responsible for formulating the remuneration policies for the company's directors and senior management[165] - The nomination committee met once during the interim period to review the board's structure, number, and composition, including the skills, knowledge, and experience of directors[166] Employee and Management - As of June 30, 2022, the company employed approximately 980 staff, an increase from 970 as of December 31, 2021[141] - Short-term benefits for directors and key management personnel increased to HKD 4,349,000 in the six months ended June 30, 2022, from HKD 2,462,000 in the same period of 2021[114] Future Outlook - Management maintains a cautious outlook for the golf equipment business in the second half of 2022 due to ongoing market challenges[124] - The company is facing foreign exchange risk primarily from transactions denominated in currencies other than its functional currency, particularly the RMB[136] - The company is focused on expanding its business in the golf equipment sector and developing integrated resorts in the Northern Mariana Islands[30] - The company is exploring various potential development opportunities to diversify its business[117] - The golf business showed strong recovery momentum due to significant market rebound and increasing demand, benefiting from the COVID-19 pandemic's prolonged impact[129] Shareholder Information - As of June 30, 2022, major shareholders hold 67.50% of the company's issued share capital, amounting to 3,511,000,000 shares[151] - Surplus Excel Limited holds 6.03% of the company's shares, equivalent to 313,814,355 shares[151] - The company did not declare any dividends for the six months ended June 30, 2022, consistent with the previous year[130] - The company has no major changes in shareholding structure as of June 30, 2022, apart from those disclosed[155] Compliance and Regulations - The company has maintained compliance with the standard code of conduct for securities trading by directors[161] - The new share option plan was adopted to incentivize and retain employees, with no unexercised options as of June 30, 2022[157] - No share options were granted, exercised, canceled, or forfeited during the six months ending June 30, 2022[157] - The new share option plan is effective for ten years from June 5, 2012, unless terminated or amended[157]

Financial Performance - The company's revenue increased by 89.3% to approximately HKD 418,484,000 for the year ended December 31, 2021, compared to HKD 221,060,000 in 2020[20] - The company reported a loss attributable to owners of approximately HKD 23,671,000 for the year, compared to a loss of HKD 19,542,000 in 2020[24] - Basic and diluted loss per share was approximately HKD 0.46, compared to HKD 0.38 in 2020[24] - The golf equipment segment accounted for approximately 89.2% of the group's revenue for the year ended December 31, 2021, up from 85.4% in 2020, with revenue surging 97.8% to approximately HKD 373,350,000[28] - The segment profit for the golf equipment division was approximately HKD 10,112,000, an increase of about 153.5% compared to HKD 4,005,000 in 2020[33] - The golf bag segment revenue rose by 39.5% to approximately HKD 45,134,000, accounting for about 10.8% of the group's total revenue[34] - The golf bag division recorded a segment profit of approximately HKD 5,450,000, an increase of about 17.1% from HKD 4,655,000 in the previous year[37] - The group incurred retirement benefit expenses of approximately HKD 6,019,000 during the year, compared to HKD 615,000 in the previous year due to the cessation of government subsidies[32] - The group faced significant increases in production costs due to supply shortages, impacting gross profit contributions despite sales growth in the golf equipment market[32] - The company reported a significant increase in revenue, achieving a total of $X million for the fiscal year, representing a Y% growth compared to the previous year[71] Market and Business Strategy - The golf equipment revenue saw a significant increase, benefiting from a recovering golf market, nearly doubling year-on-year[23] - The company plans to continue optimizing operations and costs to enhance competitiveness in a challenging market environment[20] - The company aims to explore various potential development opportunities to diversify its business[23] - The company will maintain its marketing initiatives and close collaboration with customers to meet their needs despite ongoing pandemic challenges[20] - The group is committed to diversifying marketing activities and providing value-added services to strengthen customer relationships in the golf equipment segment[33] - The company is expanding its market presence in regions E and F, aiming to capture a larger share of the market[71] - Strategic acquisitions are being considered to enhance the company's portfolio and drive future growth[71] Operational Challenges - The hotel segment did not generate revenue due to external restrictions in the Northern Mariana Islands, impacting overall performance[23] - The hotel business did not generate any revenue for the year ended December 31, 2021, remaining unchanged from 2020[39] - The group recognized an impairment loss of approximately HKD 8,194,000 on the right-of-use assets related to the hotel business during the year[38] - The group plans to monitor the hotel market in the Northern Mariana Islands and will initiate development plans at the optimal time[40] Financial Position and Ratios - As of December 31, 2021, the group's bank balance and cash amounted to approximately HKD 122,730,000, an increase from HKD 113,786,000 in 2020[44] - The group's interest-bearing borrowings were RMB 53,000,000, equivalent to approximately HKD 65,432,000, with an annual interest rate ranging from 4.35% to 5.44%[44] - The debt ratio as of December 31, 2021, was approximately 20.7%, down from 26.7% in 2020[45] - Total assets and net asset value as of December 31, 2021, were approximately HKD 557,512,000 and HKD 267,717,000, respectively[46] - The group has maintained a stable current ratio of approximately 1.12 and a quick ratio of about 0.87 as of December 31, 2021[46] - The group has no significant contingent liabilities as of December 31, 2021[52] Governance and Compliance - The company has established compliance procedures to ensure adherence to applicable laws and regulations, with regular reviews by the audit committee[75] - The company emphasizes the importance of maintaining a healthy and safe working environment for employees, along with competitive compensation and training opportunities[76] - The company is committed to improving governance and employee welfare, which is expected to positively impact overall performance[72] - The board of directors emphasized the importance of social responsibility and sustainable growth initiatives in their report[72] - The company has adopted a board diversity policy to enhance efficiency and governance, with measures to achieve diversity based on various factors[136] - The board has established a management delegation framework to oversee daily operations and financial decisions[133] - The company has established appropriate internal control procedures to safeguard assets and ensure accurate recording of accounting and management data[176] Shareholder Engagement - The company maintains ongoing communication with shareholders through various channels, including regular disclosures to the stock exchange and annual reports[182] - The company has established a policy for shareholder communication, ensuring effective engagement and regular updates[185] - Shareholders have the right to request special meetings under specific conditions, ensuring their ability to address important matters[189] - The company encourages feedback from investors and stakeholders to enhance communication and relationships[195] Future Outlook - The company provided guidance for the next fiscal year, projecting revenue growth of B% and an expected EBITDA margin of C%[71] - New product launches are anticipated to contribute an additional $D million in revenue, with a focus on innovative technologies in the golf equipment sector[71] Audit and Risk Management - The audit committee reviewed the accuracy and fairness of the financial statements for the fiscal year 2021 and confirmed that the consolidated financial statements were prepared in accordance with applicable accounting standards[160] - An independent annual review of the risk management and internal control systems was conducted to ensure proper identification and management of significant risks[179] - The board evaluated the effectiveness of the risk management and internal control systems, including financial, operational, and compliance monitoring functions[181] Miscellaneous - No significant acquisitions or disposals of subsidiaries, associates, or joint ventures occurred during the fiscal year ending December 31, 2021[48] - The company has not made any charitable donations during the year[86] - The company has not entered into any significant related party transactions or ongoing related party transactions during the year[101] - The company has a public float of at least 25% of its total issued share capital as of the report date[120] - The upcoming annual general meeting is scheduled for June 24, 2022, where resolutions will be voted on[183] - No dividend was recommended for the current year by the board of directors[79]

Financial Performance - Revenue for the six months ended June 30, 2021, was HKD 184.3 million, an increase of 111.7% compared to HKD 87.0 million in the same period of 2020[12]. - Revenue from the golf equipment segment was HKD 165.2 million, up 126.7% from HKD 72.9 million year-on-year[12]. - Gross profit for the period was HKD 20.7 million, representing a 39.0% increase from HKD 14.9 million in the previous year[12]. - The company reported a loss attributable to owners of HKD 10.9 million, a decrease of 12.0% from a loss of HKD 12.4 million in the same period last year[12]. - Basic and diluted loss per share was HKD (0.21), compared to HKD (0.24) in the prior year[12]. - The company reported a net cash inflow from operating activities of HKD 12,224,000 for the six months ended June 30, 2021, compared to a cash outflow of HKD 21,116,000 in the same period of 2020[36]. - The company reported a loss attributable to owners of approximately HKD 10,938,000 for the six months ended June 30, 2021, compared to a loss of HKD 12,431,000 for the same period in 2020, indicating an improvement of 12.0%[70]. - The company’s pre-tax loss narrowed to HKD 10,960,000 for the six months ended June 30, 2021, compared to a loss of HKD 12,256,000 in the same period of 2020[47]. Assets and Liabilities - Total assets as of June 30, 2021, were HKD 541.9 million, a decrease from HKD 578.5 million as of December 31, 2020[17]. - Current liabilities amounted to HKD 214.1 million, slightly down from HKD 221.7 million at the end of 2020[17]. - The company’s total liabilities increased to HKD 288,471,000 as of June 30, 2021, from HKD 226,575,000 at the end of the previous year[31]. - The total assets as of June 30, 2021, were HKD 541,907,000, a slight decrease from HKD 558,516,000 as of December 31, 2020[56]. - The total liabilities as of June 30, 2021, were HKD 261,644,000, down from HKD 267,315,000 as of December 31, 2020[56]. - The debt ratio decreased to approximately 25.6% as of June 30, 2021, down from 26.7% as of December 31, 2020[125]. - The current ratio and quick ratio were approximately 1.10 and 0.92, respectively, as of June 30, 2021, indicating stable liquidity[125]. Cash Flow and Financing - The company experienced a net increase in cash and cash equivalents of HKD 985,000, compared to a decrease of HKD 28,410,000 in the prior year[36]. - The company’s financing activities resulted in a net cash outflow of HKD 10,921,000 for the six months ended June 30, 2021, compared to HKD 7,991,000 in the same period of 2020[36]. - As of June 30, 2021, the company had bank borrowings of RMB 53,000,000, equivalent to approximately HKD 63,095,000, secured against properties and equipment valued at approximately HKD 101,730,000[127]. - New bank borrowings raised during the period were approximately HKD 51,190,000, compared to HKD 58,678,000 for the previous year[81]. - The company issued zero-coupon convertible bonds totaling HKD 74,100,000, with a maturity date extended to November 7, 2026[83]. Operational Highlights - The company plans to expand its market presence in the Northern Mariana Islands by developing integrated resorts[38]. - The company has invested in new product development, focusing on golf equipment and accessories[38]. - The company has taken effective measures to rationalize operations and optimize costs during the reporting period[108]. - The company anticipates significant operational pressure in the second half of the year due to order conditions and the impact of the pandemic[114]. - The company remains optimistic about the tourism and golf-related industries in the Northern Mariana Islands, despite delays in hotel business development[118]. Employee and Governance - The company employed approximately 820 employees as of June 30, 2021, an increase from 780 employees as of December 31, 2020[133]. - The company has complied with the corporate governance code, with some deviations noted regarding the roles of the chairman and CEO[155]. - The audit committee consists of three independent non-executive directors, overseeing accounting policies and financial reporting matters[158]. - The Compensation Committee consists of three independent non-executive directors, responsible for formulating remuneration policies for the company's directors and senior management[159]. - The Nomination Committee, chaired by an executive director, reviewed the board's structure and the independence of non-executive directors during the interim period[160]. Market Performance - The golf equipment business accounted for approximately 89.6% of the company's total revenue, up from 83.7% in 2020, highlighting its significance to overall performance[110]. - Golf equipment sales surged by 126.7% to approximately HKD 165,210,000, compared to HKD 72,883,000 in the same period last year, driven by a recovery in the golf market[110]. - Revenue from the top five segment customers increased 1.3 times to approximately HKD 164,394,000, representing about 99.5% of segment revenue[112]. - Revenue from the golf bag segment grew by 34.8% to approximately HKD 19,077,000, accounting for about 10.4% of total revenue[115]. - The golf bag segment recorded a profit of approximately HKD 2,663,000, compared to HKD 2,507,000 in the previous year[116].

Financial Performance - The company's revenue decreased by 18.9% to approximately HKD 221,060,000 for the year ended December 31, 2020, compared to HKD 272,454,000 in 2019[24] - The loss attributable to shareholders for the year was approximately HKD 19,542,000, an improvement from a loss of HKD 23,119,000 in 2019[24] - Basic and diluted loss per share was approximately HKD 0.38, compared to HKD 0.44 in 2019[24] - The golf business experienced a significant downturn in the first half of 2020 due to pandemic-related restrictions, but showed signs of recovery in the second half[23] - The hotel business has not generated any revenue for the year, consistent with the previous year[38] - The group reported a loss for the year ending December 31, 2020, with financial details available on pages 64 to 66 of the annual report[78] - The group did not recommend the payment of dividends for the current year[79] Revenue Breakdown - Golf equipment sales accounted for approximately 85.4% of total revenue, up from 82.3% in 2019[26] - Golf equipment sales decreased by 15.8% to approximately HKD 188,705,000, down from HKD 224,147,000 in 2019[26] - Sales to the largest customer fell by 10.2%, with overall business volume declining across other major customers[23] - Revenue from the top five segment customers decreased by 12.9% to approximately HKD 184,706,000, representing about 97.9% of segment revenue[27] - Golf bag revenue decreased by 33.0% to approximately HKD 32,355,000, accounting for about 14.6% of total group revenue[32] - Sales to the largest golf bag segment customer decreased by 38.5% to approximately HKD 17,398,000, representing about 53.8% of segment revenue[33] Cost Management and Efficiency - The company plans to continue optimizing costs and improving efficiency to maintain competitive advantage amid ongoing challenges from the COVID-19 pandemic[20] - The group continues to monitor the golf business closely and is exploring other development opportunities to enhance competitiveness[41] Assets and Liabilities - As of December 31, 2020, the group's bank balance and cash amounted to approximately HKD 113,786,000, a decrease from HKD 118,995,000 in 2019[40] - The group's interest-bearing borrowings were RMB 53,000,000, equivalent to approximately HKD 63,095,000, compared to RMB 53,000,000 or HKD 58,889,000 in 2019[40] - The debt ratio decreased to approximately 26.7% as of December 31, 2020, down from 27.3% in 2019[45] - Total assets and net asset value as of December 31, 2020, were approximately HKD 558,516,000 and HKD 291,201,000, respectively, compared to HKD 539,844,000 and HKD 279,210,000 in 2019[46] Corporate Governance - The board consists of six members, including two executive directors and three independent non-executive directors, ensuring a balanced power structure[125] - The company has complied with all provisions of the Corporate Governance Code during the year ended December 31, 2020, except for specific deviations[124] - The board is responsible for leading and monitoring the business operations, ensuring decisions align with shareholder interests[131] - The company has established a clear written scope of authority for its committees, ensuring effective management and oversight[143] Environmental, Social, and Governance (ESG) Initiatives - The report focuses on the environmental, social, and governance (ESG) performance of Sino Golf Holdings Limited, particularly in the golf equipment and bag business in China and Hong Kong[186] - The company emphasizes environmental protection in its production processes, focusing on controlling air and water emissions[200] - Wastewater generated includes general sewage, production wastewater, and cleaning water, with strict adherence to the Water Pollution Prevention Law of the People's Republic of China[200] - The company has obtained a discharge permit and operates a small wastewater treatment plant to ensure compliance with local standards[200] Future Outlook and Strategy - The company aims to explore various potential development opportunities to diversify its business for long-term growth[23] - The management team emphasized a commitment to sustainability, with plans to reduce carbon emissions by I% by 2025[69] - The company is exploring market expansion opportunities in regions such as E, aiming to increase market share by F% over the next two years[69] - Strategic acquisitions are being considered to enhance the company's product offerings and market presence, with a target of G acquisitions in the upcoming fiscal year[69]

Revenue Performance - Revenue for the six months ended June 30, 2020, was HKD 87,036, a decrease of 20.3% compared to HKD 109,202 in 2019[11] - Revenue from the golf equipment segment was HKD 72,883, down 15.8% from HKD 86,521 in the previous year[11] - Revenue from the golf bag segment decreased by 37.6% to HKD 14,153 from HKD 22,681 in 2019[11] - The group reported a revenue of 171,887 thousand HKD for the first half of 2020, compared to 192,855 thousand HKD in the same period of 2019, representing a decrease of approximately 10.8%[48] - Golf equipment sales decreased by 15.8% to approximately HKD 72,883,000, accounting for about 83.7% of the group's total revenue[108] - Sales to the largest customer in the golf equipment segment fell by 29.6% to approximately HKD 34,710,000, representing about 39.9% of the group's total revenue[108] - The golf bag segment's revenue dropped by 37.6% to approximately HKD 14,153,000, constituting about 16.3% of the group's total revenue[111] Profit and Loss - The company reported a loss attributable to owners of HKD 12,431, which is a 25.6% improvement from a loss of HKD 16,717 in the same period last year[11] - Basic and diluted loss per share improved to HKD (0.24) from HKD (0.32) in 2019[15] - The company incurred a loss before tax of HKD (12,256) thousand for the six months ended June 30, 2020, compared to a loss of HKD (16,310) thousand in the same period of 2019[36] - Total comprehensive expenses for the period amounted to HKD (16,717) thousand, reflecting a significant increase in losses compared to previous periods[22] - The company reported a net loss of 72,118 thousand HKD for the cost of sold inventory in the first half of 2020, compared to 96,223 thousand HKD in the first half of 2019, indicating a reduction of about 25%[59] - The loss attributable to shareholders decreased to approximately HKD 12,431,000, compared to HKD 16,717,000 in 2019[105] Assets and Liabilities - Non-current assets as of June 30, 2020, totaled HKD 314,133, a decrease from HKD 323,653 as of December 31, 2019[17] - Current assets decreased to HKD 182,374 from HKD 216,191 at the end of 2019[17] - Total liabilities decreased to HKD 164,482 from HKD 197,657 as of December 31, 2019[17] - The company's net asset value as of June 30, 2020, was HKD 266,778, down from HKD 279,210 at the end of 2019[19] - The company’s total assets were reported at HKD 399,369 thousand as of June 30, 2020[21] - The company’s total assets decreased from 539,844 thousand HKD in 2019 to 496,507 thousand HKD in 2020, reflecting a decline of approximately 8%[48] - The company's accumulated losses reached HKD (248,298) thousand as of June 30, 2020, indicating a need for strategic financial management[21] Cash Flow and Financing - The company reported a net cash outflow from operating activities of HKD (21,116) thousand for the six months ended June 30, 2020, compared to a net inflow of HKD 7,737 thousand for the same period in 2019[25] - The company’s cash and cash equivalents decreased to HKD 90,585 thousand as of June 30, 2020, down from HKD 124,881 thousand at the beginning of the period[25] - The company’s financing activities resulted in a net cash outflow of HKD (7,991) thousand for the period, compared to HKD (9,388) thousand in the previous year[25] - The group raised new bank borrowings of approximately HKD 47,778,000 during the six months ended June 30, 2020, compared to HKD 61,047,000 for the year ended December 31, 2019[79] - As of June 30, 2020, the company had bank borrowings of approximately HKD 58,889,000, with fixed interest rates ranging from 5.44% to 5.66%[80] - The debt ratio increased to approximately 38.5% as of June 30, 2020, up from 27.3% as of December 31, 2019, due to a decrease in bank and cash balances[126] Operational Insights - The company has ongoing investments in the development of a comprehensive resort in Saipan, indicating a focus on market expansion[28] - The group expects greater operational pressure in the second half of 2020 due to order conditions and the ongoing pandemic[110] - Cost optimization measures have been implemented, including increased outsourcing arrangements to improve cost efficiency[109] - The hotel business has not generated any revenue as of June 30, 2020, consistent with the previous six months ending June 30, 2019[117] - The acquisition of Lucky Fountain Holdings Limited has provided opportunities for diversification and potential revenue growth, despite the current delay in development due to external factors[118] - The group plans to initiate a wine trading business and will continue to monitor the golf equipment and bag business closely for further development opportunities[120] Employee and Management - As of June 30, 2020, the group employed approximately 630 employees, a decrease from 860 employees as of December 31, 2019[133] - The group maintains a competitive compensation package and career development opportunities to ensure harmonious relationships with employees[133] - The total remuneration for directors and key management personnel for the six months ended June 30, 2020, was HKD 2,500,000, a decrease from HKD 2,637,000 in the same period of 2019[100] - The company conducts annual reviews of its compensation structure to ensure fairness and appropriateness based on individual performance[133] - The company has a policy of distributing discretionary bonuses based on individual employee performance[133] Corporate Governance - The company has complied with the corporate governance code, with some deviations noted, including the lack of separation between the roles of Chairman and CEO[167] - The audit committee, composed of three independent non-executive directors, reviewed the group's accounting policies and financial reporting matters for the six months ending June 30, 2020[170] - The remuneration committee, also consisting of three independent non-executive directors, is responsible for formulating remuneration policies for the company's directors and senior management[170] - The nomination committee met once during the interim period to review the board's structure, composition, and the effectiveness of the diversity policy[171] - The board expressed gratitude to all employees for their contributions and to shareholders, customers, suppliers, and business partners for their ongoing support[173] Shareholder Information - The major shareholders include China Huarong Asset Management Co., Ltd., holding 3,511,000,000 shares, representing 67.50% of the issued share capital[156] - Surplus Excel Limited holds 984,754,355 shares, accounting for 18.93% of the issued share capital[156] - The company issued zero-coupon convertible bonds amounting to HKD 74,100,000 on November 7, 2016, with a maturity date of November 7, 2021[81] - The conversion price for the convertible bonds is set at HKD 0.114 per share, allowing bondholders to convert their bonds into ordinary shares[82] - As of June 30, 2020, the outstanding principal amount of the convertible bonds remains HKD 74,100,000, with a maximum of 650,000,000 shares potentially to be issued upon conversion[87] - The actual interest expense for the convertible bonds during the six months ended June 30, 2020, was HKD 5,466,000[87] - The company had no convertible bonds converted into ordinary shares during the reporting period[87] Regulatory and Compliance - The company is subject to regulatory requirements in China, mandating a 10% allocation of after-tax profits to statutory reserves until certain thresholds are met[24] - There were no significant non-cash transactions during the six months ended June 30, 2020[101] - No significant events occurred between June 30, 2020, and the date of this interim report[102] - The company has not disclosed any new strategies or market expansions in the provided documents[135] - There are no new products or technologies mentioned in the current financial report[135] - The company has not reported any mergers or acquisitions in the recent financial disclosures[135] - The company did not purchase, sell, or redeem any of its listed securities during the six months ending June 30, 2020[165]

Financial Performance - The company's revenue decreased by approximately 4.7% to about HKD 272,454,000 for the year ended December 31, 2019, compared to HKD 285,952,000 in 2018[26]. - The loss attributable to shareholders reduced to approximately HKD 23,119,000 in 2019, down from HKD 40,502,000 in 2018[26]. - Basic and diluted loss per share for the year was approximately HKD 0.44, compared to HKD 0.78 in 2018[26]. - The golf equipment business generated approximately 82.3% of the group's revenue in 2019, down from 84.2% in 2018, with sales decreasing by 6.9% to about HKD 224,147,000[28]. - Sales from the top five segment customers decreased by 9.2% to approximately HKD 212,159,000, accounting for about 77.9% of the group's revenue[29]. - As of December 31, 2019, the group's bank balance and cash amounted to approximately HKD 118,995,000, a decrease from HKD 126,249,000 in 2018[43]. - The group's interest-bearing borrowings were RMB 53,000,000, equivalent to approximately HKD 58,889,000, with an annual interest rate of about 5.66% to 5.87%[43]. - The debt ratio as of December 31, 2019, was approximately 27.3%, slightly down from 28.1% in 2018[44]. - Total assets and net asset value as of December 31, 2019, were approximately HKD 539,844,000 and HKD 279,210,000, respectively[44]. - The group has not declared any dividends for the year ended December 31, 2019, consistent with 2018[42]. Business Segments - Sales to the company's largest customer decreased by 6.8% during the year[25]. - The golf equipment sales experienced a moderate decline, while golf bag sales initially slowed but rebounded in the second half of the year[25]. - The hotel segment did not generate revenue during the year due to external restrictions affecting development[25]. - The golf bag division's revenue increased by 6.6% to approximately HKD 48,307,000, representing about 17.7% of the group's total revenue[34]. - The golf bag division recorded a profit of approximately HKD 7,777,000, a significant increase of 78.1% from HKD 4,366,000 in 2018[37]. - The golf equipment division successfully reduced its losses to approximately HKD 6,412,000, a decrease of 68.4% compared to a loss of about HKD 20,274,000 in 2018[33]. - The group remains cautious about the future outlook for the golf equipment business due to ongoing market instability and the impact of the COVID-19 pandemic[33]. - The group has not generated any revenue from its hotel business in 2019, consistent with 2018, as development has been delayed due to external factors[39]. Strategic Initiatives - The company plans to continue monitoring the golf business closely and explore other development opportunities to enhance competitiveness[22]. - The company aims to optimize costs and improve efficiency in response to economic downturns[25]. - The group has engaged independent contractors to streamline costs and improve productivity in manufacturing, replacing self-operated facilities in Guangdong, China[32]. - The company will continue to seek opportunities to improve its financial position and monitor currency risks related to fluctuations in the RMB against the HKD[48]. - The company is considering strategic acquisitions to bolster its market position, with potential targets identified in the H sector[63]. - A new marketing strategy is being implemented, expected to increase brand awareness and drive sales by I% over the next year[63]. Governance and Compliance - The board of directors includes both executive and non-executive members, with changes noted in 2019[89][90]. - The company has established appropriate insurance arrangements for directors and senior management against potential losses or liabilities arising from corporate activities[92]. - The company has complied with all provisions of the Corporate Governance Code during the year ended December 31, 2019, except for specific deviations noted[122]. - The board of directors is responsible for leading and monitoring the group's business operations, aiming to maximize shareholder value[129]. - The company has established a board diversity policy to enhance efficiency and governance, considering various factors such as skills, experience, and gender[133]. - The audit committee reviewed the consolidated financial statements and reports, ensuring accuracy and fairness for the fiscal year ending December 31, 2019[154]. - The audit committee confirmed the independence of external auditors and approved their reappointment for the fiscal year[155]. - The company’s governance practices comply with applicable rules and regulations, ensuring effective management and oversight[149]. Risk Management - The group implemented a comprehensive risk management and internal control system to manage risks rather than eliminate them, providing reasonable assurance against material misstatements and losses[169]. - An independent annual review of the risk management and internal control systems was conducted for the fiscal year ended December 31, 2019, to ensure proper identification and management of significant risks[172]. - The board believes that the group's risk management and internal control systems are effective and adequate, fully complying with relevant codes[174]. - The company has established a whistleblowing policy allowing employees to report concerns regarding financial reporting and risk management without fear[171]. Sustainability and Corporate Social Responsibility - The environmental, social, and governance report summarizes the company's efforts and achievements in corporate social responsibility for the year[191]. - Key performance indicators related to environmental and social aspects are disclosed, focusing on the company's core business in China and Hong Kong[192]. - The company emphasizes the importance of stakeholder engagement for long-term success and aims to improve its sustainability management system[194]. - The company is committed to compliance with national policies and regulations, contributing to local economic growth, and timely tax payments[195]. - The company collects data and feedback from various stakeholders to enhance its environmental and social performance, laying the foundation for sustainable development strategies[198].

Sino Golf Holdings Limited 順龍控股有限公司 Sino Golf Holdings Limited 順龍控股有 限 公 司 (Incorporated in Bermuda with limited liability) Stock Code: 00361 Interim Report 2019 中期報告 Sino Golf Holdings Limited 順龍控股有 限 公 司 2 19 2 19 中期報告 INTERIM REPORT 1 順龍控股有限公司 公司資料 2 財務摘要 4 簡明綜合損益及其他全面收益報表 5 簡明綜合財務狀況表 7 簡明綜合權益變動表 9 簡明綜合現金流量表 11 簡明綜合財務資料附註 12 管理層討論及分析 31 其他資料 39 目錄 順龍控股有限公司 二零一九年中期報告 二零一九年中期報告2 公司資料 董事會 執行董事 黃邦銀先生（主席） 朱振民先生 王創先生（附註1） 非執行董事 王顯碩先生 魏忠香先生（附註2） 獨立非執行董事 朱燕燕女士（附註3） 盛寶軍先生 何光宇先生 林琳女士（附註4） 審核委員會 朱燕燕女士（附註3） 何光宇先生（主席 ...

Financial Performance - For the year ended December 31, 2018, Sino Golf Holdings Limited reported a revenue increase of approximately 38.4% to about HKD 285,952,000, compared to HKD 206,627,000 in 2017[58]. - The company incurred a loss attributable to owners of approximately HKD 40,502,000 for the year, compared to a loss of HKD 31,972,000 in 2017[58]. - The group's revenue increased by approximately 38.4% to about HKD 285,952,000 for the year ended December 31, 2018, compared to HKD 206,627,000 in 2017[63]. - The loss attributable to shareholders for the year was approximately HKD 40,502,000, up from a loss of HKD 31,972,000 in 2017, primarily due to rising costs and increased operating expenses[63]. - The golf equipment segment generated revenue of approximately HKD 240,633,000, reflecting a growth of about 35.4% compared to HKD 177,659,000 in 2017[67]. - The golf bag segment's revenue surged by approximately 56.4% to about HKD 45,319,000, compared to HKD 28,968,000 in 2017, representing 15.8% of total revenue[71]. - The group recorded a segment loss of approximately HKD 20,274,000 in the golf equipment division, compared to a loss of HKD 10,371,000 in 2017[70]. - The five largest customers contributed approximately 97.1% of segment revenue, with total sales increasing by about 38.7% to approximately HKD 233,707,000[66]. Market Overview - Golf clubs accounted for 68% of total revenue in 2018, while golf bags contributed 16% and golf heads 15%[50]. - The North American market represented 59% of total revenue, with Japan contributing 16% and Europe 10% in 2018[52]. - The company expressed a cautious outlook for its golf business due to ongoing trade tensions between China and the United States, anticipating a relatively stable performance in the coming year[58]. - The company plans to navigate challenges in a volatile market characterized by intense competition[58]. - The group anticipates operating in a highly volatile economic environment due to ongoing trade tensions between China and the U.S.[62]. - Management maintains a cautious outlook for the golf equipment business in the coming year due to significant challenges posed by current market conditions[70]. Operational Challenges - Operating expenses significantly increased during the year, impacting overall profitability despite the revenue growth[58]. - The company remains focused on maintaining its market position amidst external economic pressures[58]. - Future strategies will likely involve adapting to market conditions and exploring new opportunities for growth[58]. - The company plans to closely monitor the golf equipment and bag business while seeking other development opportunities to enhance competitiveness and shareholder returns[81]. Financial Stability - As of December 31, 2018, the company's cash and bank balances were approximately HKD 126.25 million, up from HKD 49.38 million in 2017[84]. - The company's interest-bearing borrowings amounted to approximately HKD 60.23 million as of December 31, 2018, with an annual interest rate of about 5.87%[84]. - The debt ratio was approximately 28.1% as of December 31, 2018, down from 47.3% in 2017, indicating improved financial stability[85]. - Total assets and net asset value as of December 31, 2018, were approximately HKD 563.06 million and HKD 303.79 million, respectively, compared to HKD 620.16 million and HKD 348.23 million in 2017[85]. Corporate Governance - The company has a strong commitment to corporate governance and regularly reviews compliance policies through its audit committee[133]. - The company emphasizes the importance of good corporate governance for long-term growth and has implemented best practices as per the corporate governance code[188]. - The board is responsible for leading and monitoring the group's business operations, ensuring decisions align with shareholder interests[199]. - The company has no designated CEO position, with the board collectively overseeing daily operations and strategic planning[197]. - Independent non-executive directors are required to be re-elected every three years at the annual general meeting[198]. - The company has received independence confirmation from all independent non-executive directors, ensuring their ability to provide unbiased advice[198]. - The board has held meetings to review corporate governance policies and ensure compliance with legal regulations[199]. - The company is committed to maintaining a balanced power structure within the board to ensure effective governance[192]. Environmental Commitment - The company reported a significant focus on environmental protection, adhering to relevant laws and regulations, and implementing effective eco-friendly technologies[131]. - The company aims to enhance governance, promote employee welfare and development, protect the environment, and give back to society for sustainable growth[130]. - The company actively encourages the use of eco-friendly materials in production processes to protect the environment and improve air quality[131]. - The company’s factories in mainland China are strategically located away from residential areas to minimize air and noise pollution[131].