香港交易及結算所有限公司及香港聯合交易所有限公司對本公佈之內容概不負責，對其 準確性或完整性亦不發表任何聲明，並明確表示概不就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之任何損失承擔任何責任。 （於百慕達註冊成立之有限公司） （股份代號：00361） 盈利警告 SINO GOLF HOLDINGS LIMITED 順龍控股有限公司* 由於本公司仍在編製及落實本期間之未經審核綜合業績，本公佈所載資料僅為董事會經 參考目前所得的資料所作出的初步評估，而該等資料未經本公司獨立核數師審閱或審 計。本集團於本期間之實際業績或會有別於本公佈載列的資料。有關本集團於本期間之 財務資料的進一步詳情將根據上市規則的規定刊發，預期將於二零二五年八月底前發 佈。 本公佈載列的盈利警告（「盈利警告」）構成收購守則規則10項下的盈利預測，故應由本公 司的財務顧問及核數師或會計師根據收購守則規則10.4作出報告。鑒於根據上市規則第 13.09(2)(a)條及證券及期貨條例第XIVA部項下有關及時披露內幕消息的規定，本公司須 於切實可行的情況下盡快刊發本公佈，而由於時間有限，本公司於遵守收購守則規則10.4 所載的呈報規定時 ...

SINO GOLF HOLDINGS LIMITED 順龍控股有限公司* 香港交易及結算所有限公司及香港聯合交易所有限公司對本公佈之內容概不負責，對其 準確性或完整性亦不發表任何聲明，並明確表示概不就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之任何損失承擔任何責任。 茲提述本公司日期為二零二四年一月二十二日、二零二四年二月二日、二零二四年三月 一日、二零二四年三月二十八日、二零二四年四月二十六日、二零二四年五月二十四 日、二零二四年六月二十五日、二零二四年七月二十五日、二零二四年八月二十七日、 二零二四年九月三十日、二零二四年十月三十日、二零二四年十二月二日、二零二五年 一月二日、二零二五年二月三日、二零二五年三月三日、二零二五年四月三日、二零二 五年五月六日、二零二五年六月六日及二零二五年七月七日之公佈，內容有關（其中包 括）委任接管人及可能交易（「該等公佈」）。除文義另有所指外，本公佈所用詞彙與該等公 佈所界定者具相同涵義。 本公司謹此向其股東及潛在投資者提供最新消息，經查詢後，接管人知會本公司，自二 零二五年四月起，接管人一直與選定的潛在買家就確實交易文件的條款進行持續討論。 儘管現時尚未 ...

股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 | 截至月份: | | --- | | 2025年7月31日 | | 狀態: | | 新提交 | 致：香港交易及結算所有限公司 公司名稱: 順龍控股有限公司 呈交日期: 2025年8月4日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 不適用 | | | 於香港聯交所上市 (註1) | | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 00361 | 說明 | | | | | | | | | | 法定/註冊股份數目 | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | 10,000,000,000 | HKD | | 0.01 | HKD | | 100,000,000 | | 增加 / 減少 (-) | | | 0 | | | HKD | | | | 本月底結存 | | 10,000,000,000 | HKD | | 0.01 | HKD | | 100,000,000 | ...

Financial Performance - The company's revenue for the year ended December 31, 2024, was approximately HKD 262,770,000, an increase from HKD 216,555,000 in 2023, representing a growth of about 21.4%[16] - The loss attributable to shareholders significantly decreased to approximately HKD 2,364,000 in 2024, compared to HKD 18,537,000 in 2023[19] - Basic and diluted loss per share for the year was approximately HKD 0.05, down from HKD 0.36 in the previous year[19] - The golf equipment revenue showed a notable increase due to the recovery of the golf industry after inventory adjustments by major brands[16] - The hotel segment did not generate revenue due to external restrictions in the Northern Mariana Islands, impacting overall business performance[19] - The company aims to enhance its financial performance in the golf business and identify additional development opportunities[16] - The golf equipment business accounted for approximately 91.6% of the group's revenue for the year ending December 31, 2024, up from 89.8% in 2023[20] - Golf equipment sales increased by approximately 23.8% to about HKD 240,569,000 in 2024, compared to HKD 194,369,000 in 2023[20] - Sales to the largest segment customer grew over 133.7% to approximately HKD 203,610,000, representing about 84.6% of segment revenue[20] - The golf bag segment's revenue slightly increased to approximately HKD 22,201,000, accounting for about 8.4% of the group's total revenue[24] - The golf bag segment recorded a profit increase of approximately 13.1% to about HKD 1,206,000 for the year ending December 31, 2024[26] Operational Strategies - The company has implemented diversified marketing strategies to strengthen customer relationships and explore new business opportunities[19] - The company is focused on rationalizing operations and optimizing costs to adapt to the ongoing economic uncertainties[19] - The group is considering investments in other countries to establish production facilities to mitigate the impact of customers shifting orders away from China[29] - The group has implemented strict measures to rationalize operations and optimize costs amid ongoing economic uncertainty[29] Financial Position - As of December 31, 2024, the bank balance and cash amounted to approximately HKD 116,008,000, an increase from HKD 111,965,000 in 2023[32] - The debt ratio decreased to approximately 1.6% as of December 31, 2024, down from 2.0% in 2023[33] - Total assets and net asset value as of December 31, 2024, were approximately HKD 399,972,000 and HKD 227,612,000, respectively, compared to HKD 388,333,000 and HKD 230,272,000 in 2023[33] - The current and quick ratios improved to approximately 1.58 and 1.41, respectively, as of December 31, 2024, compared to 1.51 and 1.33 in 2023[33] Corporate Governance - The company has complied with all applicable corporate governance code provisions, except for a deviation from C.2.1[100] - The board of directors consisted of five members during the year, including one executive director and three independent non-executive directors[101] - The board is responsible for leading and monitoring the group's business operations to maximize shareholder value[113] - The company has established a board independence assessment mechanism to enhance decision-making effectiveness[109] - The company has adopted a board diversity policy to improve governance and efficiency[116] Environmental, Social, and Governance (ESG) Initiatives - The environmental, social, and governance (ESG) report outlines the company's commitment and strategies towards corporate social responsibility and sustainable development for the year ending December 31, 2024[161] - The ESG report focuses on sustainable measures and performance in the golf equipment and bags business, which is the only revenue-generating segment of the group[162] - The company aims to continuously reduce air and water pollutant emissions, with a target for chemical oxygen demand (COD) emissions at 56 mg/L in 2024, down from 70 mg/L in 2023, against a standard of 500 mg/L[178] - The company has established internal management mechanisms for wastewater and air emissions to ensure compliance with applicable laws and standards[182] - The company has invested in electric vehicles to reduce fuel consumption and associated emissions, contributing to lower environmental impact[181] Risk Management - The company aims to manage risks rather than eliminate them, using risk management as a tool for daily operations[138] - The company has established policies and procedures to enhance the efficiency of risk management and internal control systems, ensuring compliance with relevant codes[141] - An independent annual review of the risk management and internal control systems will be conducted by a professional firm until December 31, 2024, to ensure proper identification and management of significant risks[141] Employee and Stakeholder Engagement - The company has a strong focus on maintaining a healthy and safe work environment for employees, along with competitive compensation and training opportunities[59] - The company emphasizes effective communication with stakeholders, including shareholders, government departments, suppliers, customers, and employees[60] - The company is committed to improving gender diversity at all levels, including the board and senior management[117] Audit and Compliance - The audit committee, composed of three independent non-executive directors, has reviewed the consolidated financial statements for the year ending December 31, 2024[127] - The audit committee has confirmed that the audited consolidated financial statements are prepared in accordance with applicable accounting standards and fairly present the financial position and performance of the group[127] - The total remuneration paid to auditors for the year ending December 31, 2024, amounted to HKD 1,370,000, with HKD 1,300,000 for audit services and HKD 70,000 for non-audit services[158]

Revenue and Profitability - Revenue for the year ended December 31, 2024, increased to HKD 262,770,000, up 21.4% from HKD 216,555,000 in 2023[4] - Gross profit rose to HKD 68,594,000, representing a 42.3% increase compared to HKD 48,180,000 in the previous year[4] - The company reported a net loss of HKD 2,364,000 for 2024, significantly improved from a loss of HKD 18,537,000 in 2023[4] - Basic and diluted loss per share improved to HKD 0.05 from HKD 0.36 in the previous year[5] - Revenue from golf equipment and related components increased to HKD 240,569,000 in 2024 from HKD 194,369,000 in 2023, representing a growth of 23.8%[25] - The golf equipment division's profit increased over 100% to approximately HKD 25,363,000 in 2024, compared to HKD 11,288,000 in 2023[39] - Major customer A contributed HKD 216,714,000 in revenue from golf equipment and bags in 2024, significantly up from HKD 95,983,000 in 2023[24] Assets and Liabilities - Total assets decreased slightly to HKD 291,471,000 from HKD 289,135,000 year-over-year[6] - Current assets increased to HKD 171,325,000, up from HKD 149,678,000 in 2023, indicating improved liquidity[6] - The company’s total liabilities increased to HKD 108,501,000 from HKD 99,198,000, reflecting higher trade payables[6] - The total assets of the group increased to HKD 399,972,000 in 2024 from HKD 388,333,000 in 2023, reflecting a growth of 3.9%[19] - The group reported a total liability of HKD 172,360,000 in 2024, up from HKD 158,061,000 in 2023, representing an increase of 9.0%[19] - Trade receivables as of December 31, 2024, amounted to approximately HKD 30,731,000, up from HKD 13,502,000 in 2023, reflecting a growth of about 127.7%[10] - Trade payables increased to HKD 23,991,000 in 2024 from HKD 21,660,000 in 2023, representing an increase of about 10.8%[32] Financial Performance and Expenses - Total financial expenses decreased to HKD 8,451,000 in 2024 from HKD 10,508,000 in 2023, a reduction of 19.6%[26] - Employee costs rose to HKD 73,362,000 in 2024 from HKD 68,324,000 in 2023, an increase of 7.5%[27] - Depreciation of property, plant, and equipment was HKD 5,471,000 in 2024, slightly down from HKD 5,531,000 in 2023[27] - The group recognized inventory write-downs of HKD 1,579,000 in 2024, compared to no such provisions in 2023[27] - Interest income increased to HKD 2,300,000 in 2024 from HKD 1,524,000 in 2023, a growth of 50.8%[25] Market and Strategic Outlook - Revenue from the North American market surged to HKD 88,388,000 in 2024, a substantial increase of 62% from HKD 54,608,000 in 2023[21] - The company plans to enhance its product offerings and expand its market presence, particularly in the North American and European regions[20] - The group remains cautious about the future outlook for the golf equipment business due to ongoing market uncertainties and challenges[39] Corporate Governance and Compliance - The company has adopted new and revised Hong Kong Financial Reporting Standards, which did not have a significant impact on the financial results[9] - The group has implemented strict cost control measures at its Shandong production facility to enhance production efficiency and reduce manufacturing costs[38] - The company complied with all applicable provisions of the Corporate Governance Code during the year ending December 31, 2024, with certain deviations noted[60] - The company adopted the standard code of conduct for directors' securities transactions and confirmed compliance by all directors for the year ending December 31, 2024[61] - The auditor, Deloitte (Hong Kong) Limited, confirmed that the financial figures disclosed in the performance announcement align with the group's consolidated financial statements for the year ending December 31, 2024[62] Employment and Workforce - The group employed approximately 680 employees as of December 31, 2024, compared to 550 employees in 2023, reflecting a growth of 23.6%[57] Dividends and Shareholder Information - No dividends were declared or proposed for the year ending December 31, 2024, consistent with 2023[30] - The company's annual report for 2024 will be made available to shareholders and published on the Hong Kong Stock Exchange website and the company's website[63]

Financial Performance - Revenue for the six months ended June 30, 2024, was HKD 129,126,000, representing an increase of 16.9% compared to HKD 110,475,000 in the same period of 2023[12] - Gross profit increased to HKD 29,250,000, up 18.1% from HKD 24,757,000 year-on-year[12] - The company reported a significant improvement in adjusted EBITDA, reaching HKD 9,036,000, a 124.3% increase from HKD 4,028,000 in the previous year[12] - The loss attributable to owners of the company narrowed to HKD 759,000, compared to a loss of HKD 9,490,000 in the same period last year, marking a 92.8% reduction[15] - Basic and diluted loss per share improved to HKD (0.01) from HKD (0.18) year-on-year[15] - The group reported a pre-tax profit for the six months ended June 30, 2024, was HKD 421 million, compared to a loss of HKD 730 million in the same period of 2023, indicating a significant turnaround[49] - The group reported a loss attributable to owners of the company of HKD 759 million for the six months ended June 30, 2024, compared to a loss of HKD 9,490 million in the same period of 2023, showing a significant improvement[51] Assets and Liabilities - Total assets as of June 30, 2024, were HKD 290,817,000, slightly up from HKD 289,135,000 at the end of 2023[17] - Current liabilities increased to HKD 115,783,000 from HKD 99,198,000, primarily due to higher trade and other payables[16] - The total assets of the group as of June 30, 2024, were HKD 161,091 million, compared to HKD 158,251 million as of December 31, 2023, showing an increase of approximately 1.2%[41] - The group's total liabilities as of June 30, 2024, were HKD 39,605 million, compared to HKD 33,403 million as of December 31, 2023, reflecting an increase of approximately 18.6%[41] - As of June 30, 2024, the debt ratio was approximately 6.7%, up from 2.0% on December 31, 2023, with total liabilities of about HKD 15,489,000 against total equity of approximately HKD 229,513,000[85] Cash Flow and Financing - The net cash generated from operating activities was (5,530) thousand HKD for the six months ended June 30, 2024, compared to 28,735 thousand HKD in the previous year, reflecting a decline in operational efficiency[30] - The company incurred a net cash outflow from investing activities of (1,776) thousand HKD, contrasting with a cash inflow of 743 thousand HKD in the prior year, suggesting increased investment expenditures[30] - Financing activities generated a net cash inflow of 14,971 thousand HKD, compared to a net cash outflow of (27,383) thousand HKD in the previous year, indicating improved financing conditions[30] - The total cash and cash equivalents as of June 30, 2024, amounted to 119,630 thousand HKD, down from 143,158 thousand HKD at the same time last year, showing a decrease in liquidity[30] Segment Performance - The company has three reportable segments: golf equipment, golf bags, and hotel operations, maintaining the same structure as the previous year[36] - The golf equipment segment accounted for approximately 92.7% of total revenue, up from 87.0% in 2023, with segment revenue rising by approximately 24.6% to HKD 119,673,000 from HKD 96,075,000[78] - The golf bag segment's revenue decreased by approximately 34.4% to HKD 9,453,000, down from HKD 14,400,000 in 2023, accounting for about 7.3% of total revenue[79] - The hotel business did not generate any revenue during the reporting period, remaining unchanged from 2023, due to external factors delaying development[81] Operational Strategies - The management expressed optimism about future growth driven by new product launches and market expansion strategies[13] - The company is actively pursuing strategies for market expansion and product development in the golf equipment sector[36] - The company implemented cost optimization measures in the Shandong production facility to enhance production efficiency and reduce manufacturing costs[78] - The company remains cautious about the outlook for the golf bag business in the second half of 2024 due to intense competition and significant pressure[80] Corporate Governance - The audit committee consists of three independent non-executive directors, ensuring compliance with accounting policies and internal controls for the six months ending June 30, 2024[101] - The remuneration committee is responsible for formulating compensation policies for directors and senior management, consisting of three independent non-executive directors[102] - The nomination committee reviewed the board's structure and composition during the interim period, meeting once to assess the effectiveness of the board diversity policy[103] Other Financial Information - The company did not declare an interim dividend for the period[12] - The group did not declare any dividends for the period, consistent with the previous year[50] - The company has not conducted any redemption, purchase, or cancellation of convertible bonds during the reporting period[68] - There were no significant contingent liabilities as of June 30, 2024, and December 31, 2023[70]

Financial Performance - For the six months ended June 30, 2024, the company reported revenue of HKD 129,126,000, an increase of 16.8% compared to HKD 110,475,000 for the same period in 2023[1] - Gross profit for the same period was HKD 29,250,000, representing a gross margin of approximately 22.7%[1] - The company incurred a loss of HKD 759,000 for the six months ended June 30, 2024, compared to a loss of HKD 9,490,000 in the prior year, indicating a significant improvement[2] - The company reported a basic and diluted loss per share of HKD 0.01 for the current period, compared to HKD 0.18 in the previous year[2] - The overall profit before tax improved to HKD 421,000 in 2024, compared to a loss of HKD 9,364,000 in 2023[11] - The loss attributable to the company's owners decreased to approximately HKD 759,000 for the six months ended June 30, 2024, compared to a loss of HKD 9,490,000 for the same period in 2023[28] Assets and Liabilities - Total assets as of June 30, 2024, were HKD 406,600,000, slightly down from HKD 408,333,000 as of December 31, 2023[3] - Current liabilities increased to HKD 115,783,000 from HKD 99,198,000, reflecting a rise in trade and other payables[3] - Non-current assets totaled HKD 236,843,000, a decrease from HKD 238,655,000 at the end of 2023[3] - Total liabilities rose to HKD 177,087,000 in 2024, compared to HKD 158,061,000 in 2023[13] - Total assets as of June 30, 2024, amounted to HKD 406,600,000, an increase from HKD 388,333,000 as of December 31, 2023[13] - As of June 30, 2024, the debt ratio was approximately 6.7%, up from 2.0% as of December 31, 2023[37] - The current ratio and quick ratio as of June 30, 2024, were approximately 1.47 and 1.34, respectively, indicating a stable financial position[37] Revenue Segmentation - Total revenue for the golf equipment segment reached HKD 121,393,000 in 2024, up from HKD 96,622,000 in 2023, representing a growth of 25.6%[11] - The golf bags segment reported revenue of HKD 9,528,000 in 2024, a decrease of 55.5% from HKD 21,371,000 in 2023[11] - The golf equipment business accounted for approximately 92.7% of the total revenue for the group, up from 87.0% in the previous year[29] - Revenue from the largest customer in the golf equipment segment surged approximately 66.2% to about HKD 89,902,000, representing 75.1% of the segment's revenue[29] Inventory and Receivables - Inventory decreased to HKD 14,570,000 from HKD 17,814,000, indicating improved inventory management[3] - Trade and other receivables increased significantly to HKD 35,557,000 from HKD 19,899,000, suggesting growth in sales or credit terms[3] - Trade receivables as of June 30, 2024, amounted to HKD 30,343,000, significantly up from HKD 13,502,000 as of December 31, 2023[22] - The group’s total trade and other receivables increased to HKD 35,557,000 as of June 30, 2024, compared to HKD 19,899,000 as of December 31, 2023[22] Operational Insights - The company continues to focus on the development of golf equipment and related accessories, with plans for market expansion in the Northern Mariana Islands[10] - The group implemented various marketing initiatives to strengthen customer relationships and attract new clients, contributing to the rebound in golf equipment revenue[28] - The group has streamlined operations and optimized costs to ensure long-term development and explore diverse growth opportunities[28] - The group is focusing on cost optimization and operational rationalization to maintain competitiveness amid market volatility[34] Challenges and Outlook - The group maintained a cautious outlook for the golf equipment and golf bag businesses in the second half of 2024 due to market challenges and reduced order volumes[32][34] - The hotel business has not generated any revenue during the reporting period, with plans for expansion delayed due to external factors[33] - The company faced foreign exchange risk primarily from transactions denominated in currencies other than its functional currency, particularly from fluctuations in the RMB against HKD and USD[40] Employee and Governance - The company employed approximately 610 staff as of June 30, 2024, an increase from 550 as of December 31, 2023[44] - The company has complied with all applicable corporate governance code provisions during the reporting period[46] Dividends and Other Financials - The company did not declare any dividends during the period, consistent with the previous year[20] - The group did not recommend any dividend payment for the six months ending June 30, 2024, consistent with the previous year[35] - There were no significant contingent liabilities as of June 30, 2024[41] - The company had no significant acquisitions or disposals of subsidiaries, associates, or joint ventures during the six months ended June 30, 2024[38] - There were no purchases, sales, or redemptions of the company's listed securities during the six months ended June 30, 2024[45]

Financial Performance - The company's revenue for the year ended December 31, 2023, was approximately HKD 216,555,000, a significant decrease of 54.9% from HKD 479,424,000 in 2022[21] - The loss attributable to the owners of the company for the year was approximately HKD 18,537,000, compared to a loss of HKD 15,949,000 in 2022[21] - Basic and diluted loss per share for the year was approximately HKD 0.36, compared to HKD 0.31 in 2022[21] - Revenue from golf equipment dropped by 54.9% to approximately HKD 194,369,000, down from HKD 430,829,000 in 2022[22] - The golf equipment segment recorded a profit decrease of 66.3% to approximately HKD 11,288,000 due to reduced sales volume[26] - The golf bag segment's revenue decreased by 54.3% to approximately HKD 22,186,000, accounting for about 10.2% of the group's revenue[27] - The company reported a significant increase in revenue, with a year-over-year growth of 15% for the fiscal year ending December 31, 2023[63] - The company provided guidance for the next fiscal year, projecting a revenue growth of 10% to 12%[66] - The company aims to improve financial performance in the golf business and capitalize on other development opportunities for shareholder returns[17] - The company has a solid financial position with sufficient funds to support its operations and meet liabilities[34] Customer and Market Dynamics - Golf equipment business accounted for approximately 89.8% of the company's total revenue, down from 89.9% in 2022[22] - Sales to the largest segment customer decreased by 61.8% to approximately HKD 87,119,000, accounting for about 40.2% of the group's revenue[23] - Revenue from the top five segment customers fell by 54.6% to approximately HKD 191,039,000, representing about 88.2% of the group's revenue[23] - The company faced challenges due to inventory accumulation during the pandemic, leading to reduced orders and delayed procurement in the golf industry[17] - The hotel segment did not generate revenue due to external restrictions in the Northern Mariana Islands, impacting overall performance[20] Strategic Initiatives - The company is exploring various potential development opportunities to diversify its business and enhance competitiveness[20] - Marketing strategies were implemented to strengthen customer relationships amid uncertain economic conditions[20] - The company plans to outsource golf bag production to external factories to optimize costs and streamline operations[31] - A strategic acquisition of a local competitor is anticipated to enhance production capabilities and reduce costs by 15%[64] - The company is expanding its market presence in Southeast Asia, targeting a 25% increase in market share within the next two years[67] Corporate Governance and Management - The board consists of six directors, including two executive directors and three independent non-executive directors, ensuring a balanced power structure[118] - The company has complied with all applicable corporate governance code provisions for the year ending December 31, 2023, except for a specific deviation noted in the report[117] - The board has established an independence assessment mechanism to ensure effective independent judgment and protect shareholder interests[124] - The company has established a formal and transparent policy for determining the remuneration of individual directors and employees, which is regularly reviewed[94] - The company has implemented appropriate liability insurance for directors and senior management, which is reviewed annually[137] Employee and Workplace Dynamics - The company employed approximately 550 staff as of December 31, 2023, a decrease from 910 in 2022[49] - Employee satisfaction ratings improved by 10%, reflecting enhanced workplace policies and benefits[72] - The group has approximately 550 employees, with 38% male and 62% female representation[133] - The company aims to maintain at least the current level of female representation on the board, which currently includes one female director[133] Environmental, Social, and Governance (ESG) Commitments - The environmental, social, and governance (ESG) report outlines the company's commitment to corporate social responsibility and sustainable development for the year 2023[180] - The company has committed to environmental sustainability, with a goal to reduce carbon emissions by 20% over the next five years[68] - The company has identified 10 key environmental, social, and governance (ESG) issues through stakeholder surveys and external assessments[196] - The company has implemented measures to control air emissions, achieving compliance with Shandong Province's air pollution discharge standards[200] - The company engages with various stakeholders, including government, shareholders, partners, customers, and the community, to address their expectations and concerns[193] Financial Position and Liabilities - As of December 31, 2023, the bank balance and cash amounted to approximately HKD 111,965,000, a decrease from HKD 141,165,000 in 2022[39] - The interest-bearing borrowings as of December 31, 2023, were RMB 53,000,000, equivalent to approximately HKD 58,242,000, compared to RMB 53,000,000 or HKD 59,551,000 in 2022[39] - The debt ratio decreased to approximately 2.0% as of December 31, 2023, down from 14.7% in 2022[40] - Total assets and net assets as of December 31, 2023, were approximately HKD 388,333,000 and HKD 230,272,000, respectively, compared to HKD 488,612,000 and HKD 249,367,000 in 2022[40] Shareholder Engagement and Communication - The company maintains ongoing communication with shareholders through various channels, including shareholder inquiries and company communications[163] - The company has a shareholder communication policy that is regularly reviewed to ensure effective execution and alignment with best practices[162] - The company has established procedures for shareholders to propose resolutions or nominate individuals for directorship at general meetings[172] - The company actively engages with shareholders and potential investors through presentations and discussions to understand their opinions[164] Audit and Compliance - The total remuneration paid to auditors for the year ending December 31, 2023, was HKD 1,365,000, with HKD 1,290,000 for audit services and HKD 75,000 for non-audit services[177] - The audit committee consists of three independent non-executive directors, ensuring oversight and governance[142] - The audit committee reviewed the consolidated financial statements for the year ending December 31, 2023, ensuring compliance with applicable accounting standards[144] Future Outlook - Management maintains a cautious outlook for the golf business in the coming year due to ongoing economic uncertainties and customer procurement strategies[34] - The company has revised its articles of association to allow for hybrid or electronic meetings, enhancing shareholder participation[175] - The upcoming annual general meeting is scheduled for June 18, 2024, where resolutions will be voted on[165]

Financial Performance - The company's revenue for the year ended December 31, 2023, was approximately HKD 216,555,000, a significant decrease of 54.9% from HKD 479,424,000 in 2022[21] - The loss attributable to the company's owners for the year was approximately HKD 18,537,000, compared to a loss of HKD 15,949,000 in 2022[21] - Basic and diluted loss per share for the year was approximately HKD 0.36, compared to HKD 0.31 in 2022[21] - Revenue from golf equipment dropped by 54.9% to approximately HKD 194,369,000, down from HKD 430,829,000 in 2022[22] - The golf equipment segment recorded a profit decrease of 66.3% to approximately HKD 11,288,000 due to reduced sales volume[26] - Revenue from the golf bag segment decreased by 54.3% to approximately HKD 22,186,000, accounting for about 10.2% of total group revenue[27] - The golf bag segment's profit decreased by 84.6% to approximately HKD 1,066,000 due to reduced orders and restructuring costs[31] - The hotel business did not generate any revenue during the year, similar to the previous year[33] - Management maintains a cautious outlook for the golf equipment and golf bag businesses in the upcoming year due to ongoing market challenges[34] Revenue Sources - Golf equipment business accounted for approximately 89.8% of total revenue, down from 89.9% in 2022[22] - Sales to the largest segment customer decreased by 61.8% to approximately HKD 87,119,000, accounting for about 44.8% of segment revenue[23] - Revenue from the top five segment customers fell by 54.6% to approximately HKD 191,039,000, representing about 98.3% of segment revenue[23] Business Strategy and Development - The company is exploring various potential development opportunities to diversify its business[20] - The company aims to enhance the financial performance of its golf business and seize other development opportunities[17] - The company plans to outsource golf bag production to external factories to streamline operations and optimize costs[31] Financial Position - As of December 31, 2023, the bank balance and cash amounted to approximately HKD 111,965,000, a decrease from HKD 141,165,000 in 2022[39] - The interest-bearing borrowings as of December 31, 2023, were RMB 53,000,000, equivalent to approximately HKD 58,242,000, compared to RMB 53,000,000 or HKD 59,551,000 in 2022[39] - The debt ratio decreased to approximately 2.0% as of December 31, 2023, down from 14.7% in 2022[40] - Total assets and net assets as of December 31, 2023, were approximately HKD 388,333,000 and HKD 230,272,000, respectively, compared to HKD 488,612,000 and HKD 249,367,000 in 2022[40] - The current and quick ratios improved to approximately 1.51 and 1.33, respectively, compared to 1.28 and 1.16 in 2022[40] Corporate Governance - The company has implemented new compliance procedures to ensure adherence to relevant laws and regulations, enhancing corporate governance[71] - The board consists of six directors, including two executive directors and three independent non-executive directors, ensuring a balanced power structure[118] - The company has complied with all applicable corporate governance code provisions for the year ended December 31, 2023, except for a specific deviation noted in the report[117] - The board is responsible for leading and monitoring the group's business operations, ensuring decisions align with shareholder interests[129] Employee and Stakeholder Engagement - The company employed approximately 550 staff as of December 31, 2023, a decrease from 910 in 2022[49] - Employee satisfaction scores improved by 15% following the introduction of new training and development programs[72] - The company maintains ongoing communication with shareholders through various channels, including shareholder inquiries and company communications[163] Environmental, Social, and Governance (ESG) Initiatives - The environmental, social, and governance (ESG) report outlines the company's commitment to corporate social responsibility and sustainable development for the year 2023[180] - The company emphasizes the importance of stakeholder engagement and materiality assessment in its ESG reporting[182] - The company has identified 10 key environmental, social, and governance (ESG) issues through stakeholder surveys and external assessments[196] - The company has implemented measures to control air emissions, achieving compliance with Shandong Province's air pollution discharge standards[200] Future Outlook - The company provided guidance for the next fiscal year, projecting a revenue growth of 10% to 12%[66] - New product launches are expected to contribute an additional $50 million in revenue in the upcoming year[64] - The company is expanding its market presence in Southeast Asia, targeting a 25% market share by 2025[68]

Financial Performance - For the year ended December 31, 2023, the total revenue was HKD 216,555,000, a decrease of 54.8% compared to HKD 479,424,000 in 2022[4] - The gross profit for the year was HKD 48,180,000, down 43.5% from HKD 85,408,000 in the previous year[4] - The company reported a loss before tax of HKD 17,415,000, compared to a loss of HKD 5,589,000 in 2022, indicating a significant increase in losses[4] - The total comprehensive loss for the year was HKD 19,095,000, compared to HKD 18,350,000 in 2022, reflecting a slight increase in overall losses[5] - Basic and diluted loss per share was HKD 0.36, compared to HKD 0.31 in the previous year, indicating a worsening of per-share performance[5] - The annual loss attributable to shareholders was HKD 18,537,000 in 2023, compared to a loss of HKD 15,949,000 in 2022[34] Asset and Liability Changes - Non-current assets decreased to HKD 238,655,000 from HKD 258,056,000, a decline of 7.5% year-over-year[7] - Current assets decreased significantly to HKD 149,678,000 from HKD 230,556,000, a drop of 35%[7] - Total liabilities decreased to HKD 99,198,000 from HKD 179,740,000, a reduction of 44.5%[7] - The company's net assets decreased to HKD 230,272,000 from HKD 249,367,000, a decline of 7.7%[7] - The total assets of the company as of December 31, 2023, were HKD 388,333,000, down from HKD 488,612,000 in 2022, representing a decrease of 20.5%[21] - The company’s total liabilities decreased to HKD 158,061,000 in 2023 from HKD 239,245,000 in 2022, a reduction of 33.9%[21] Revenue Breakdown - Total revenue for the year ended December 31, 2023, was HKD 219,708,000, a decrease of 54.5% from HKD 483,361,000 in 2022[18] - Revenue from external customers in Japan decreased to HKD 123,587,000 in 2023 from HKD 168,289,000 in 2022, a decline of 26.5%[24] - The company reported a significant drop in sales for golf equipment, with external sales of HKD 194,369,000 in 2023 compared to HKD 430,829,000 in 2022, a decline of 54.9%[18] - Revenue from golf equipment and related components was HKD 194,369,000 in 2023, down from HKD 430,829,000 in 2022, representing a decline of 54.9%[29] - The golf equipment business accounted for approximately 89.8% of the group's revenue, with sales dropping 54.9% to about HKD 194,369,000 from HKD 430,829,000 in 2022[44] - The golf bag segment's revenue decreased by 54.3% to approximately HKD 22,186,000, accounting for about 10.2% of the group's total revenue[49] Cost and Expense Management - The company incurred financial expenses of HKD 10,508,000 in 2023, a decrease from HKD 13,689,000 in 2022, indicating a reduction of 23.8%[27] - The company reported a total financial expense of HKD 10,508,000 in 2023, a reduction of 23.8% from HKD 13,689,000 in 2022[31] - Employee costs totaled HKD 68,324,000 in 2023, down 29.1% from HKD 96,377,000 in 2022[33] - The group faced a 66.3% decline in segment profit for golf equipment, down to approximately HKD 11,288,000 from HKD 33,459,000 in 2022[48] - The golf bag division experienced a significant decline in order volume, leading to a 84.6% decrease in segment profit to approximately HKD 1,066,000 for the year ending December 31, 2023, compared to HKD 6,930,000 in 2022[52] Operational Changes - The company has not reported any new product developments or market expansion strategies during this period[3] - The group has implemented cost optimization measures and streamlined operations in response to the challenging market conditions[42] - The group has reduced the workforce at its Shandong production facility from over 700 to approximately 500 employees to improve production efficiency[47] - The restructuring of the golf bag division incurred termination compensation and severance costs of approximately HKD 400,000 and HKD 2,792,000, respectively, with no such costs in 2022[52] Cash Flow and Financial Health - The group’s cash and bank balances as of December 31, 2023, were approximately HKD 111,965,000, down from HKD 141,165,000 in 2022[60] - The debt ratio decreased to approximately 2.0% as of December 31, 2023, down from 14.7% in 2022[61] - The group recognized a property revaluation loss of approximately HKD 52,000 for the Shandong production facility during the year[47] Governance and Compliance - The audit committee reviewed the group's financial statements for the year ended December 31, 2023, and confirmed that they were prepared in accordance with applicable accounting standards[71] - The company complied with all applicable code provisions of the Corporate Governance Code during the year ended December 31, 2023, with some deviations explained[74] - The company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers and confirmed compliance by all directors for the year ended December 31, 2023[75] Future Outlook - The group anticipates ongoing challenges in the golf equipment business due to cautious purchasing strategies from customers[48] - The management maintains a cautious outlook for the golf bag business in the coming year due to ongoing economic uncertainties[56] - The development plan for the hotel business in the Northern Mariana Islands has been delayed due to local labor shortages and visa uncertainties[54] Miscellaneous - The company did not declare any dividends for the year ending December 31, 2023, consistent with 2022[35] - The company did not purchase, sell, or redeem any of its listed securities during the year ended December 31, 2023[73] - The group has no significant acquisitions or disposals of subsidiaries, associates, or joint ventures for the year ending December 31, 2023[63] - The group has not entered into any derivative contracts to hedge foreign exchange risks in 2023[65] - As of December 31, 2023, the group had capital commitments of approximately HKD 75,000 for properties, plants, and equipment, a decrease from HKD 279,000 in 2022[69] - The group employed approximately 550 employees as of December 31, 2023, down from 910 employees in 2022[70] - The company announced the appointment of joint and several receivers for 2,861,000,000 shares, representing approximately 55.01% of the issued share capital as of the announcement date[67]