重要新闻提示 ST汇金（300368）：股票将撤销其他风险警示，5月23日停牌一天 今日提示 第九届世界无人机大会5月23日至25日在深圳举行 央行今日有1065亿元7天期逆回购到期 恒瑞医药H股今日在香港联交所主板挂牌交易 财经新闻 1. 5月22日，国新办举行新闻发布会，科技部副部长邱勇，中国人民银行副行长、国家外汇局局长朱鹤 新，金融监管总局新闻发言人、政策研究司司长郭武平，中国证监会首席风险官、发行监管司司长严伯 进介绍科技金融政策有关情况。 创设更大力度、更有突破性、更符合创新规律的科技金融政策工具 鼓励开发性政策性金融机构为国家重大科技任务提供融资支持 证监会：积极稳妥推动科创板第五套上市标准新的案例落地 央行：5月23日开展5000亿元MLF操作 建设好债券市场"科技板"，持续完善配套的支持机制 积极稳妥推动科创板第五套上市标准新的案例落地 支持优质的红筹科技企业回归境内上市 近期将批复第三批600亿元保险资金长期投资改革试点 正研究制定科技保险高质量发展的政策文件 2. 5月22日，商务部召开例行新闻发布会，商务部新闻发言人何咏前对近期财经热点问题进行回应。 1—4月我国对外直接投资575.4 ...

Financial Performance - The Group's revenue for the year ended December 31, 2024, was approximately HK$902,316,000, a decrease of approximately 10.5% compared to HK$1,008,101,000 in 2023[11]. - The net profit for the year ended December 31, 2024, was approximately HK$18,884,000, representing a decrease of approximately 14.8% from HK$22,168,000 in 2023[11]. - The gross profit for the years ended 31 December 2024 and 2023 was approximately HK$120,939,000 and HK$129,565,000, respectively, with gross profit margins of approximately 13.4% and 12.9%[24][28]. - Profit attributable to owners of the Company for the years ended 31 December 2024 and 2023 was approximately HK$18,884,000 and HK$22,168,000, respectively, representing a decrease of approximately 14.8%[34][38]. - The Group's financial performance reflects ongoing challenges in the market, necessitating strategic adjustments[11]. Dividends and Shareholder Matters - The Board has recommended a final dividend of HK1.67 cents per ordinary share, totaling HK$13,360,000, for the year ended December 31, 2024[13]. - The upcoming annual general meeting will require shareholder approval for the proposed dividend payment[13]. Business Development and Strategy - New products launched include "Oodles Transformer," "Cubicles and Smart Washroom Solution," "Luminous Shelves," and "Smart Emergency System"[14]. - The technology solution "Oodles Smart" was officially launched in March 2024 and has expanded its geographical footprint to Japan and Singapore[14]. - The Group aims to refine its products and services while diversifying its business to capitalize on growth opportunities and increase profitability[14]. - The Group's efforts in business diversification are expected to reduce volatility in its operations amid market fluctuations[14]. - The Group anticipates that 2025 will be a challenging year for winning new tenders in the existing fitting-out industry in Hong Kong due to ongoing economic pressures[40]. - The Group plans to leverage GenAI technology and big data to digitalize its traditional business, enhancing productivity and customer experience[42]. Financial Position and Debt - Total debts of the Group, including bank borrowings and lease liabilities, was approximately HK$498,380,000 as of December 31, 2024, compared to approximately HK$444,341,000 in 2023[47]. - The gearing ratio of the Group was approximately 66.3% as of December 31, 2024, slightly down from approximately 66.5% as of December 31, 2023[53]. - The current ratio of the Group was approximately 1.1 as of December 31, 2024, down from approximately 1.2 as of December 31, 2023[53]. Employee and Administrative Matters - Employee benefit expenses for the year ended December 31, 2024, amounted to approximately HK$100,595,000, a decrease from approximately HK$119,216,000 in 2023[62]. - The Group employed a total of 233 employees as of December 31, 2024, down from 238 employees as of December 31, 2023[59]. - Contributions to the Mandatory Provident Fund for the year ended December 31, 2024, were approximately HK$3,406,000, compared to approximately HK$5,831,000 in 2023[61]. - Administrative expenses decreased from approximately HK$71,023,000 in 2023 to approximately HK$63,295,000 in 2024, representing a decrease of 10.9%[25][29]. Corporate Governance - The Company complied with the Corporate Governance Code provisions, except for a deviation regarding the "Chairman and Chief Executive" section[80]. - The Board consists of five members, including two executive Directors and three independent non-executive Directors[90]. - The Board is responsible for corporate policy formulation, business strategic planning, and risk management[82]. - The Company has arranged appropriate insurance cover for Directors' and officers' liabilities[89]. - The Board will review the effectiveness of mechanisms for independent non-executive Directors to express their views annually[97]. - The Company has mechanisms in place for independent non-executive directors to express their opinions openly, enhancing governance[104]. Board Composition and Diversity - The Board consists of five Directors, including one female executive Director and one female independent non-executive Director, reflecting a commitment to gender diversity[131]. - As of December 31, 2024, the workforce composition was approximately 73.4% male and 26.6% female, indicating efforts to attract female talent in a traditionally male-dominated industry[135]. - The Company does not set specific gender targets for its workforce but values diversity in recruitment and promotion policies[135]. - The Nomination Committee will review the Board Diversity Policy annually to ensure its effectiveness and monitor the implementation of diversity objectives[136]. Risk Management and Internal Control - The Board is directly responsible for the Group's risk management and internal control systems, rather than establishing a separate internal audit department[196]. - The Group's risk management functions and internal control procedures are considered effective and adequate, with annual reviews conducted by the Board and other Board Committees[195]. - The Company has adopted a whistleblowing system to allow employees to report serious concerns about possible improprieties confidentially[190]. - The independent internal control consulting firm recommended certain internal control improvement measures to enhance the Group's corporate governance and compliance with applicable laws and regulations[191]. Audit and Financial Reporting - The auditor, PricewaterhouseCoopers, received HK$1,380,000 for audit services for the year ended December 31, 2024, with no non-audit services provided[179]. - The Directors acknowledged their responsibility for preparing consolidated financial statements that present a true and fair view of the Group's state of affairs as of December 31, 2024[180]. - The Audit Committee reviewed the financial reporting process, risk management, and internal control systems during its meetings[144].

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 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 告 全 部 或 任 何 部 分 內 容 而 產 生 或 因 依 賴 該 等 內 容 而 引 致 之 任 何 損 失 承 擔 任 何 責 任。 Superland Group Holdings Limited 德合集團控股有限公司 （於開曼群島註冊成立的有限公司） （股份代號：368） 截 至 二 零 二 四 年 十 二 月 三 十 一 日 止 年 度 之 年 度 業 績 公 告 德 合 集 團 控 股 有 限 公 司（「本 公 司」）董 事（「董 事」）會（「董 事 會」）欣 然 公 佈 本 公 司 及 其 附 屬 公 司（統 稱「本 集 團」）截 至 二 零 二 四 年 十 二 月 三 十 一 日 止 年 度 之 經 審 核 綜 合 業 績，連 同 截 至 二 零 二 三 年 十 二 月 三 十 一 日 止 年 度 同 期 之 比 較 數 字 如 下： 綜 合 ...

Superland Group Holdings Limited 德合集團控股有限公司 (Incorporated in the Cayman Islands with limited liability) (於開曼群島註冊成立的有限公司) Stock Code 股份代號: 368 2024 Interim Report 中期報告 Contents 目錄 Page 頁 次 2 Corporate Information 公司資料 4 Management Discussion and Analysis 管理層討論及分析 10 Corporate Governance and Other Information 企業管治及其他资料 15 Interim Condensed Consolidated Statement of Comprehensive Income 中期簡明綜合全面收益表 16 Interim Condensed Consolidated Statement of Financial Position 中期簡明综合財務狀況表 18 Interim Condensed Consolidated S ...

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 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 告 全 部 或 任 何 部 分 內 容 而 產 生 或 因 依 賴 該 等 內 容 而 引 致 之 任 何 損 失 承 擔 任 何 責 任。 Superland Group Holdings Limited 德合集團控股有限公司 （於開曼群島註冊成立的有限公司） （股份代號：368） 截 至 二 零 二 四 年 六 月 三 十 日 止 六 個 月 之 中 期 業 績 公 告 德 合 集 團 控 股 有 限 公 司（「本 公 司」）董 事（「董 事」）會（「董 事 會」）欣 然 公 佈 本 公 司 及 其 附 屬 公 司（統 稱「本 集 團」）截 至 二 零 二 四 年 六 月 三 十 日 止 六 個 月 之 未 經 審 核 簡 明 綜 合 中 期 業 績，連 同 截 至 二 零 二 三 年 六 月 三 十 日 止 六 個 月 同 期 之 比 較 數 字 如 下： ...

Financial Performance - The Group's revenue for the year ended December 31, 2023, was approximately HK$1,008,101,000, representing an increase of approximately 23.0% compared to HK$819,302,000 in 2022[13]. - The net profit for the year ended December 31, 2023, was approximately HK$22,168,000, a decrease of approximately 21.0% from HK$28,065,000 in 2022[13]. - Excluding the exceptional item from the previous year, the adjusted net profit for 2022 would be approximately HK$15,887,000, indicating a 39.5% increase in net profit for 2023 compared to this adjusted figure[13]. - The Group's gross profit for the year ended December 31, 2023, was approximately HK$129,565,000, an increase of approximately 13.6% from approximately HK$114,023,000 in 2022[24]. - The profit attributable to owners of the Company for the year ended December 31, 2023, was approximately HK$22,168,000, a decrease of approximately 21.0% from approximately HK$28,065,000 in 2022[40]. - The Group's other income decreased by approximately 81.5%, from approximately HK$12,405,000 in 2022 to approximately HK$2,295,000 in 2023, primarily due to the absence of subsidies from the Employment Support Scheme[26]. Business Development and Technology - The Group launched the "Oodles Smart Solution" in March 2023, which utilizes artificial intelligence for real-time interior design modifications[15]. - The patented "Cubicles and Smart Washroom Solution" and "Oodles Transformer" were also successfully launched, enhancing the Group's technology offerings[15]. - The Group aims to diversify its business through the realization of opportunities arising from new technologies and technical solutions[15]. - The Group has launched new technology solutions, including "Oodles Smart Solution" and "Cubicles and Smart Washroom Solution," to enhance its service offerings and market position[20]. Market Outlook - The Group expects 2024 to be a challenging year due to slow post-pandemic economic recovery, high interest rates, inflation, and talent shortages[50]. - The Group plans to increase its market share in the fitting-out industry in Hong Kong as supported by the government's development of land resources to meet housing demand[51]. Corporate Governance - The Board is committed to achieving a high standard of corporate governance and has complied with all applicable code provisions as set out in the Corporate Governance Code[89]. - The Board currently comprises five members, including two executive Directors and three independent non-executive Directors[101]. - The Company has established mechanisms for independent non-executive directors to express their views openly and provide independent professional judgments on the Group's development and risk management[107]. - The Company has mechanisms in place to deal with conflicts of interest through physical Board meetings rather than written resolutions[115]. - The Company has adopted a Board Diversity Policy to ensure a balanced mix of expertise, skills, and perspectives among board members[135]. Employee and Workforce Management - The Group employed a total of 238 employees as of December 31, 2023, a decrease from 272 employees as of December 31, 2022[68]. - Employee benefit expenses, including Directors' emoluments, amounted to approximately HK$119,216,000 for the year ended December 31, 2023, compared to approximately HK$116,827,000 in 2022, representing an increase of about 2.4%[76]. - Contributions to the MPF Scheme charged to the Group's consolidated statement of comprehensive income during the year ended December 31, 2023, were approximately HK$5,831,000, an increase from approximately HK$3,821,000 in 2022, reflecting a rise of about 52.6%[75]. Risk Management and Internal Control - The Group's risk management and internal control procedures aim to safeguard assets against misappropriation and ensure reliable accounting records[199]. - The Directors acknowledged their responsibility for preparing consolidated financial statements that accurately reflect the Group's state of affairs as of December 31, 2023[192]. - There were no material uncertainties regarding events or conditions that could significantly doubt the Company's ability to continue as a going concern[193]. Committees and Meetings - The Audit Committee held three meetings during the year ended December 31, 2023, to review the Group's financial results and audit plans[154]. - The Remuneration Committee also held three meetings for the year ended December 31, 2023[179]. - The Nomination Committee held three meetings during the year ended December 31, 2023[163].

| --- | --- | --- | --- | |----------------------------------------------------------------------------------------------------------------------|-------------|---------------------------------------------------------------------|---------------------------------------------------------| | \n收 益 \n服 務 成 本 | 附 註 \n4 | 二 零 二 三 年 千 港 元 \n1,008,101 \n(878,536) | 二 零 二 二 年 千 港 元 \n819,302 \n(705,279) | | 毛 利 | | 129,565 | 114,023 | | 其 他 收 入 | 5 | 2,295 | 12,405 | | 其 他 虧 損 淨 額 | | (589) | (2,466) | | 行 政 費 用 | ...

Financial Performance - The revenue for the six months ended June 30, 2023, was approximately HK$520,216,000, representing an increase of approximately 67.1% compared to HK$311,235,000 for the same period in 2022[9]. - The gross profit for the same period was approximately HK$58,112,000, an increase of approximately 59.0% from HK$36,546,000 in 2022, with a stable gross profit margin of approximately 11.2%[11]. - The profit attributable to owners of the Company for the period was approximately HK$7,528,000, a turnaround from a loss of approximately HK$9,246,000 in the same period of 2022[23]. - Basic and diluted earnings per share for the period were HK$0.94, compared to a loss per share of HK$1.16 in the previous year[107]. - The Group's profit attributable to owners for the period was HK$7,528,000, compared to a loss of HK$9,246,000 in the same period of 2022, marking a turnaround[160]. - The Group's total comprehensive income for the period was HK$7,528,000, marking a recovery from the total comprehensive loss of HK$9,246,000 in the prior year[114]. Revenue and Project Management - The increase in revenue was attributed to the acceleration of project progress requested by customers in the post-pandemic era[10]. - As of June 30, 2023, the Group had 46 fitting-out projects on hand with a total contract sum of approximately HK$3,891 million, including 30 projects with a total contract sum of approximately HK$3,549 million[26]. - For the six months ended June 30, 2023, the Group's revenue from fitting-out services was HK$519,311,000, an increase of 67.7% compared to HK$309,418,000 in the same period of 2022[147]. Financial Position and Assets - Total assets as of June 30, 2023, amounted to HK$833,993,000, an increase from HK$799,126,000 as of December 31, 2022[109]. - Trade receivables decreased to HK$111,807,000 from HK$187,491,000, indicating improved cash flow management[109]. - Contract assets rose to HK$476,542,000 from HK$419,791,000, reflecting growth in ongoing projects[109]. - The Group's total debts, including bank borrowings and lease liabilities, increased to approximately HK$448,533,000 as of June 30, 2023, compared to approximately HK$413,396,000 as of December 31, 2022[39]. - The Group's total equity attributable to owners of the Company increased to HK$186,512,000 from HK$178,984,000 at the end of 2022[112]. Expenses and Costs - Finance costs increased significantly by approximately 165.9%, reaching approximately HK$15,443,000, primarily due to increased usage of bank borrowings and rising interest rates[22]. - For the six months ended June 30, 2023, employee benefit expenses amounted to approximately HK$58,599,000, an increase of 9.4% compared to approximately HK$53,723,000 for the same period in 2022[53]. - Administrative expenses remained relatively stable at approximately HK$33,803,000 for the six months ended June 30, 2023, compared to approximately HK$36,586,000 in 2022[13]. Corporate Governance and Compliance - The Group has complied with the Corporate Governance Code provisions during the reporting period, except for the separation of the roles of chairman and chief executive officer[70]. - The interim results for the six months ended June 30, 2023, have been reviewed by the Audit Committee and comply with applicable accounting standards[100]. - The Company has appointed a new independent non-executive director effective July 17, 2023, enhancing governance[105]. Market Outlook and Strategy - The Group plans to increase its market share in the fitting-out industry in Hong Kong by allocating necessary resources when appropriate[32]. - The Group expects 2023 to be a challenging year due to uncertainties such as high inflation and rising interest rates[31]. - The Group is integrating big data and artificial intelligence into home design and fitting-out projects to enhance efficiency and reduce costs[33]. Shareholder Information - The Board does not recommend the payment of an interim dividend to shareholders for the six months ended June 30, 2023[66]. - The Group's issued capital was HK$8,000,000 with 800,000,000 ordinary shares as of June 30, 2023[43]. - As of June 30, 2023, Mr. Ng and Ms. Zhao each hold 600,000,000 shares in Fate Investment, representing a 75% shareholding[81][82][89]. Investments and Acquisitions - The Group did not have any significant investments, material acquisitions, or disposals for the six months ended June 30, 2023, and there were no formal plans authorized by the Board for such activities[54]. - The company invested HK$15,169,000 in purchasing insurance contracts, a decrease from HK$19,693,000 in the previous year, suggesting a strategic shift in investment focus[117]. Risk Management - The Group does not have any material foreign exchange risk exposure as most transactions are denominated in Hong Kong Dollars[46]. - The Group will continue to monitor its working capital management closely to ensure corporate sustainability in 2023[34].

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 因本公告全部或任何部分內容而產生或因依賴該等內容而引致之任何損 失承擔任何責任。 Superland Group Holdings Limited 德 合 集 團 控 股 有 限 公 司 （於開曼群島註冊成立的有限公司） （股份代號：368） 截 至 二 零 二 三 年 六 月 三 十 日 止 六 個 月 之 中 期 業 績 公 告 德合集團控股有限公司（「本公司」）董事（「董事」）會（「董事會」）欣然公佈本 公司及其附屬公司（統稱「本集團」）截至二零二三年六月三十日止六個月 之未經審核簡明綜合中期業績，連同截至二零二二年六月三十日止六個 月同期之比較數字如下： 簡明綜合全面收益表 截至二零二三年六月三十日止六個月 截至六月三十日止六個月 二零二三年 二零二二年 附註 千港元 千港元 （未經審核） （未經審核） 收益 4 520,216 311,235 服務成本 (462,104) (274,689) 毛利 58,112 36,546 其他收入 – 16 其他收益╱（虧損）淨額 1, ...

Financial Performance - The Group's revenue for the year ended December 31, 2022, was approximately HK$819,302,000, compared to approximately HK$798,108,000 for 2021, indicating stability [10]. - The net profit for the year ended December 31, 2022, was approximately HK$28,065,000, representing an increase of approximately 122.8% from HK$12,597,000 in 2021 [10]. - Excluding the COVID-19 related subsidy of approximately HK$12,178,000, the adjusted net profit for 2022 would be approximately HK$15,887,000, reflecting a 32.0% increase compared to the adjusted profit for 2021 [10]. - The gross profit for 2022 was approximately HK$114,023,000, with a gross profit margin of approximately 13.9%, compared to HK$102,298,000 and 12.8% in 2021, respectively [23]. - Other income for 2022 was approximately HK$12,405,000, a significant increase of approximately 1,875.3% from approximately HK$628,000 in 2021, primarily due to government subsidies [24]. - Profit and total comprehensive income attributable to owners of the Company for the year ended December 31, 2022, was approximately HK$28,065,000, representing an increase of approximately 122.8% from approximately HK$12,597,000 in 2021 [36]. - Excluding the exceptional item under COVID-19, the adjusted profit for 2022 would be approximately HK$15,887,000, reflecting an increase of approximately 32.0% compared to the adjusted figure for 2021 [37]. Expenses and Costs - Administrative expenses remained stable at approximately HK$74,602,000 for 2022, compared to approximately HK$76,547,000 in 2021 [26]. - Finance costs increased by approximately 54.9%, amounting to approximately HK$16,473,000 in 2022, up from approximately HK$10,638,000 in 2021 [27]. - Employee benefit expenses, including Directors' emoluments, amounted to approximately HK$116,827,000 for the year ended December 31, 2022, compared to approximately HK$109,865,000 in 2021 [71]. - Contributions to the defined contribution retirement scheme charged to the Group's consolidated statement of comprehensive income during the year ended December 31, 2022, were approximately HK$3,821,000, up from approximately HK$3,558,000 in 2021 [70]. Debt and Financial Position - Total debts of the Group, including bank borrowings and lease liabilities, were approximately HK$413,396,000 as of December 31, 2022, compared to approximately HK$272,185,000 in 2021 [50][53]. - The Group's gearing ratio as of December 31, 2022, was approximately 66.8%, an increase from approximately 57.4% as of December 31, 2021 [63]. - The current ratio of the Group remained stable at approximately 1.2 as of December 31, 2022, consistent with the previous year [63]. Business Strategy and Future Prospects - The Group successfully launched technologies and technical solutions, including virtual reality technology and digital design services, to diversify its business [12]. - The Group aims to capitalize on opportunities arising from its new technologies to enhance value and expand its market presence [12]. - The Group plans to integrate technologies and big data into home design and fitting-out projects to create a one-stop home furnishings solution aimed at cost savings and efficiency improvements [48]. - The Group expects stable long-term business prospects in the fitting-out industry in Hong Kong, supported by government initiatives to develop land resources to meet housing demand [47]. - The Group will adopt a cautious approach to ensure corporate sustainability in 2023, closely monitoring working capital management and potential commercialization of its technologies [49]. Corporate Governance - The Board is committed to achieving high standards of corporate governance and maintaining transparent management practices [90]. - The Company complied with all applicable code provisions set out in the Corporate Governance Code for the year ended December 31, 2022 [91]. - The Board currently comprises six members, including two executive Directors, one non-executive Director, and three independent non-executive Directors [103]. - The Company has mechanisms for independent non-executive directors to express their views openly and provide independent professional judgments on the Group's development and risk management [109]. - Regular Board meetings are held at least four times a year, with additional meetings as deemed appropriate by the Board [117]. - The Company complied with the Listing Rules regarding the independence of non-executive directors for the year ended December 31, 2022 [126]. - All directors are subject to retirement by rotation at least once every three years, ensuring regular re-evaluation of the Board's composition [128]. - The Nomination Committee is responsible for reviewing the Board's structure and monitoring the appointment and succession planning of directors [129]. Diversity and Inclusion - The Board consists of six Directors, including one female executive Director, reflecting the company's commitment to gender diversity [143]. - The company has established a Board Diversity Policy to achieve a balance of expertise, skills, experience, and perspectives [141]. - The company recognizes the value of gender diversity and will explore channels to increase female representation in its workforce [148]. - The company aims to increase the representation of women across all levels of the organization without setting specific gender targets [154]. Audit and Risk Management - The Audit Committee is responsible for maintaining relationships with the auditor and reviewing financial information and internal control systems [152]. - The Audit Committee held three meetings during the year ended December 31, 2022, to discuss the group's financial results and audit plans [160]. - The Group's risk management and internal control procedures include a management structure with clearly defined lines of responsibility and limits of authority [200]. - The primary aim is to provide reasonable assurance that assets are safeguarded against misappropriations [200]. - The procedure is designed to identify, evaluate, and manage risks effectively [200].