PT INTL DEV(00372)

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保德国际发展(00372) - 2023 - 年度财报
2023-07-18 22:05
Financial Performance - For the fiscal year ending March 31, 2023, the company reported a loss attributable to shareholders of HKD 201,962,000, compared to a loss of HKD 158,417,000 in the previous year, resulting in a basic loss per share of HKD 0.0894[11] - The group reported a loss of approximately HKD 360,405,000, with a net cash outflow from operations of HKD 50,529,000[178] - The financial institution segment generated revenue of HKD 301,000, down from HKD 1,163,000 in the previous year, with a loss of HKD 6,670,000[35] - The loan financing segment reported revenue of HKD 16,000, a decrease from HKD 254,000 in the previous year, with a profit of HKD 3,000[37] - Long-term investments recorded zero revenue for the year, down from HKD 2,005,000 in 2022, with segment income of HKD 24,469,000 compared to a loss of HKD 67,179,000 in 2022[18] - The group’s trading business generated segment revenue of HKD 360,984,000, a decrease from HKD 844,337,000 in 2022, with a segment profit of HKD 3,055,000 compared to a segment loss of HKD 7,388,000 in 2022[12] Business Operations and Strategy - The company anticipates a rebound in business activities as the impact of COVID-19 restrictions in China eases, particularly in the oil port and storage operations[7] - The company has been appointed as a partner by the National Oil and Gas Pipeline Group to expand its oil pipeline network in Guangxi, which is expected to enhance its customer base and reduce transportation costs for oil products[7] - The company is initiating a tender for necessary engineering works related to the Guangxi project, with operations expected to commence in the first half of 2024[7] - The company plans to expand its investment banking operations in Mauritius, with expected revenue contributions from new hires in the brokerage and wealth management sectors over the next 12 to 18 months[8] - The company continues to strategically invest in potential investment projects and maintain close ties with management teams of invested companies to enhance the value of strategic investments[10] Challenges and Risks - The group faces operational challenges including supply shortages, shipping delays, and high freight costs, impacting trading business performance[13] - The company has decided to adopt a conservative approach in its metal trading business due to anticipated market volatility and risks from potential economic slowdowns[8] - The group has adopted a conservative approach to monitor commodity market conditions and credit risks, increasing buffers for freight costs and delivery timelines[13] - The management acknowledges that the outcome of the plans and measures taken is subject to various uncertainties, which may impact the group's ability to continue as a going concern[185] Investments and Acquisitions - The group acquired 90% of Cupral Group Limited for a total subscription amount of approximately HKD 26,955,000[14] - The company holds a 29.71% stake in AFC Mercury Fund, which invested USD 20,000,000 (approximately HKD 156,000,000) in STX Corporation Limited[27] - The investment in Jiangsu Hongmao Warehousing is expected to strengthen the company's commitment to sustainable development and expand revenue sources in the near future[32] - The group is developing a green metal market to help reduce carbon emissions and has invested in a recycling plant in the UK, which has a processing capacity of 2 tons of copper per hour[16][17] Governance and Compliance - The company has adopted the corporate governance code as per the listing rules, ensuring compliance with governance policies and practices[128] - The board consists of six members, including three executive directors and three independent non-executive directors, maintaining a balance of independent elements[135] - The company has received annual independence confirmations from all independent non-executive directors, affirming their independence under listing rules[148] - The board has delegated daily management responsibilities to executive directors while retaining approval authority for significant matters[139] - The company has established an internal control and risk management system, which is regularly discussed with management to ensure effective operation[140] Financial Position - As of March 31, 2023, the total assets of the group amounted to HKD 1,029,144,000, a decrease of HKD 571,106,000 or 35.7% compared to the previous year[40] - The equity attributable to the owners of the company was HKD 334,450,000, down HKD 224,357,000 or 40.2% from the previous year[40] - The current ratio of the group as of March 31, 2023, was approximately 0.22, significantly lower than 1.1 in the previous year[41] - The debt-to-equity ratio increased to 22.9% as of March 31, 2023, compared to 10% in the previous year[42] Legal and Regulatory Matters - The group is currently involved in legal disputes regarding lease payments amounting to approximately HKD 403,831,000 and related costs of HKD 80,123,000[47] - The group is involved in legal claims related to sale-and-leaseback arrangements and debt disputes, with claims amounting to approximately RMB 553,641,000 (equivalent to HKD 632,785,000) as of March 31, 2023[177] - The auditor has issued a disclaimer of opinion regarding the appropriateness of the going concern basis for preparing the financial statements[182] Future Outlook - The company remains optimistic about the recovery of its business to pre-pandemic levels as global inflation impacts and interest rate hikes are managed[6] - The company aims to establish an international financial platform for cross-border investment between Asia and Africa, anticipating increased business flow post-pandemic[36] - The audit committee has agreed with management's plans to alleviate liquidity pressure and improve financial conditions, which, if successful, may remove the uncertainty regarding the company's ability to continue as a going concern by March 31, 2024[190] Shareholder Information - The company has no proposed final dividend for the year ending March 31, 2023, compared to no dividend in the previous year[53] - Major shareholders include Mr. Cheng with 100,000,000 shares (4.95%) and Champion Choice holding 488,000,000 shares (24.18%) of the company[102] - The top five customers accounted for 82% of total sales, while the largest customer represented 27% of total sales[106]
保德国际发展(00372) - 2023 - 中期财报
2022-12-13 22:06
Financial Performance - Total revenue for the six months ended September 30, 2022, was HKD 367,380,000, a decrease of 26% compared to HKD 497,060,000 for the same period in 2021[11]. - The company reported a loss before tax of HKD 96,800,000 for the six months ended September 30, 2022, compared to a loss of HKD 96,653,000 for the same period in 2021[11]. - The total comprehensive loss for the period was HKD 145,215,000, significantly higher than HKD 96,084,000 in the previous year[11]. - Basic and diluted loss per share for the period was HKD 4.48, slightly improved from HKD 4.74 in the same period last year[11]. - The company reported a foreign exchange loss of HKD 48,415,000 during the period, compared to a gain of HKD 569,000 in the previous year[11]. - The total comprehensive expenses for the period amounted to HKD 145.215 million, with a significant portion attributed to foreign exchange losses of HKD 27.005 million[18]. - The company recorded a net cash outflow from operating activities of HKD 62.126 million for the six months ended September 30, 2022[18]. - The company reported a net loss from financial instruments of HKD 33,478,000 for the six months ended September 30, 2022, compared to a loss of HKD 72,433,000 in the previous year[53]. - The group recorded a loss attributable to shareholders of HKD 90,343,000 for the period, compared to a loss of HKD 95,573,000 in the previous year, reflecting a slight improvement[112]. Assets and Liabilities - Non-current assets as of September 30, 2022, totaled HKD 1,066,835,000, down from HKD 1,261,461,000 as of March 31, 2022[13]. - Current liabilities amounted to HKD 696,118,000, an increase from HKD 311,417,000 as of March 31, 2022[13]. - The company's net asset value decreased to HKD 571,023,000 from HKD 716,238,000 as of March 31, 2022[13]. - The company has a total equity of HKD 571,023,000, down from HKD 716,238,000 in the previous period[13]. - The company's cash and cash equivalents decreased by HKD 48.524 million, resulting in a closing balance of HKD 93.585 million as of September 30, 2022[18]. - As of September 30, 2022, the company had current liabilities totaling HKD 472.173 million, which includes lease liabilities of HKD 386.209 million due to violations of lease agreements[24]. - The company’s total assets as of April 1, 2022, were HKD 716.238 million, with total liabilities amounting to HKD 558.807 million[16]. - The group’s equity attributable to owners decreased by HKD 117,348,000 or 21% to HKD 441,459,000 as of September 30, 2022[143]. - The current ratio of the group was approximately 0.3 as of September 30, 2022, down from 1.1 on March 31, 2022[144]. - The group’s debt-to-equity ratio was reported at 10.8% as of September 30, 2022, compared to 10% on March 31, 2022[145]. Revenue Breakdown - Trade revenue accounted for HKD 330,320,000, down 33.1% from HKD 494,089,000 year-on-year[37]. - The company generated metal recycling revenue of HKD 9,368,000, with no revenue reported in the previous year[37]. - Port and port-related service revenue was HKD 27,440,000, also with no revenue reported in the previous year[37]. - Insurance brokerage revenue decreased to HKD 236,000 from HKD 846,000, representing a decline of 72%[37]. - The financial services segment generated income of HKD 236,000, down from HKD 846,000 in the previous year, indicating a decline of approximately 72.1%[43]. - The group’s revenue contribution from Qianyang was HKD 27,440,000, with a loss of HKD 6,040,000, following its acquisition on October 11, 2021[136]. Legal and Compliance Issues - The company faced legal claims amounting to RMB 344.796 million (approximately HKD 381.568 million) related to post-sale leaseback arrangements and debt disputes[22]. - The group is involved in significant litigation related to a sale and leaseback arrangement, with a court ruling requiring the payment of RMB 106,273,000 (approximately HKD 117,607,000) in outstanding rent[104]. - The group has received a property preservation order from the court concerning assets valued at RMB 107,049,000 (approximately HKD 118,466,000) as of September 30, 2022[106]. - The group is facing a civil lawsuit demanding repayment of a principal debt of RMB 110,658,000 (approximately HKD 122,460,000) along with late payment penalties[109]. - The group has incurred legal costs related to the aforementioned lawsuits, including RMB 100,000 (approximately HKD 111,000) for litigation expenses[105]. - The group has received a court ruling requiring payment of RMB 58,465,000 (approximately HKD 64,700,000) for another leaseback arrangement dispute[155]. Strategic Initiatives - The company continues to explore new strategies for market expansion and product development to improve financial performance[11]. - The company is actively negotiating with banks to alleviate cash flow pressure and improve financial conditions[27]. - The management's ability to continue as a going concern is uncertain and depends on successful negotiations and cash flow generation[27]. - The company has prepared cash flow forecasts covering at least 12 months from September 30, 2022, indicating sufficient working capital to meet financial obligations[26]. - The group is developing a green metal market to help reduce carbon emissions, investing in a recycling plant in the UK to process copper and aluminum scrap for export to Asia and China[117]. - The group believes that the long-term outlook for the metal recycling industry remains positive and will play a significant role in its future strategy[171]. Corporate Governance - The company has complied with the corporate governance code, except for the deviation regarding the roles of the Chairman and CEO being held by the same person since September 30, 2017[193]. - The company believes that having the same individual serve as both Chairman and CEO enhances the efficiency of planning and implementing business strategies[194]. - The board of directors did not recommend the payment of an interim dividend for the period, consistent with the previous year[166]. - The company continues to comply with applicable corporate governance codes and will monitor and review its corporate governance practices[199].
保德国际发展(00372) - 2022 - 年度财报
2022-07-13 23:41
Financial Performance - The overall financial performance of the group was weaker compared to the previous period, primarily due to the absence of one-time gains from the sale of an associate company last year and unrealized fair value losses from the AFC Mercury Fund[9]. - The group recorded a loss attributable to owners of HKD 158,417,000 for the year ended March 31, 2022, compared to a profit of HKD 167,056,000 in 2021, resulting in a basic loss per share of HKD 7.85[13]. - The commodity trading segment generated revenue of HKD 844,337,000, down from HKD 1,462,355,000 in 2021, with a segment loss of HKD 7,388,000 compared to a profit of HKD 3,418,000 in the previous year[14]. - The metal recycling business recorded revenue of HKD 43,480,000 with a segment loss of HKD 25,588,000[15]. - Long-term investment income was HKD 2,005,000, down from HKD 4,000,000 in 2021, with a segment loss of HKD 67,179,000 compared to a profit of HKD 44,804,000 in the previous year[20]. Business Operations and Strategy - The acquisition of Qianyang Investment Limited has become a new source of revenue for the group, with expectations that the energy sector will continue to play a significant role in China's economy as it recovers from COVID-19[10]. - The group's new subsidiary in the UK, Cupral, is viewed as a major future source of copper and aluminum supply, although production faced delays due to COVID-19 and transportation issues in Europe[11]. - The group plans to adopt a more conservative approach in the coming year, focusing on projects in China due to uncertainties related to travel, logistics, inflation, and interest costs[11]. - The group's operations in China were nearly halted due to COVID-19 outbreaks, particularly in Shanghai and other regions, significantly impacting business activities[9]. - The group is monitoring commodity market conditions and credit risks closely amid widespread economic deterioration and logistical challenges[9]. Investments and Acquisitions - The group invested approximately HKD 27,000,000 in Cupral, acquiring 90% of its expanded issued share capital[15]. - The group completed the acquisition of 65% of Qianyang's issued shares, with a subscription price of HKD 200,000,000 for new ordinary shares[50]. - The group acquired 668,571,429 new ordinary shares of Qianyang at a subscription price of HKD 200,000,000, resulting in a 65% ownership stake in Qianyang[29]. - Qianyang contributed revenue of HKD 34,990,000 and incurred a loss of HKD 18,248,000 from October 11, 2021, to March 31, 2022[38]. Financial Position and Liquidity - The group's total assets increased to HKD 1,600,250,000 as of March 31, 2022, representing a 103% increase from HKD 789,037,000 in 2021[47]. - The group's current ratio decreased to approximately 1.1 as of March 31, 2022, down from 4.7 in 2021[48]. - The group's bank balances and cash decreased to HKD 109,590,000 as of March 31, 2022, from HKD 239,325,000 in 2021[49]. - The group's total liabilities to equity ratio was 10% as of March 31, 2022, compared to zero in 2021[49]. - The group has pledged assets amounting to HKD 366,512,000 to secure any bank loans as of March 31, 2022[56]. Corporate Governance - The company has maintained a sufficient number of independent non-executive directors, constituting over one-third of the board, ensuring effective independent judgment and oversight[144]. - The board of directors consists of seven members, including four executive directors and three independent non-executive directors, promoting a balanced and diverse governance structure[143]. - The company emphasizes high standards of corporate governance to maximize shareholder returns and enhance transparency and accountability to stakeholders[138]. - The company has adopted a board diversity policy to ensure a balanced mix of skills, experience, and perspectives among board members[159]. - The audit committee has reviewed the accounting principles and practices adopted by the group and discussed financial reporting matters with independent auditors[135]. Risk Management - The company has implemented a comprehensive risk management framework, including self-assessments and internal control reviews to ensure compliance and operational efficiency[195]. - The board is responsible for maintaining a robust risk management and internal control system, with annual reviews conducted to assess the effectiveness of these systems[197]. - The company has established internal controls to safeguard assets and ensure accurate financial reporting, aiming to provide reasonable assurance against material misstatements[194]. - The company has committed to timely and accurate disclosure of significant information, with established internal controls for handling insider information[198]. Social Responsibility - The company donated HKD 1,000,000 to the Wo Gui Foundation Limited to support community initiatives[130]. - The company is dedicated to social responsibility and sustainable development, with annual reviews of its efforts in environmental, social, and governance aspects[200].
保德国际发展(00372) - 2022 - 中期财报
2021-12-14 22:03
[Abbreviations](index=3&type=section&id=Abbreviations) [Definition of Abbreviations](index=3&type=section&id=Definition%20of%20Abbreviations) This section defines key terms and abbreviations used in the interim report to ensure clarity and consistency of content List of Key Abbreviations | Abbreviation | Meaning | | :----------- | :---------------------------------------- | | **Board of Directors** | The board of directors of the Company | | **The Company** | Prudential International Development Corporation Limited | | **The Period** | The six months ended September 30, 2021 | | **The Group** | The Company and its subsidiaries | | **HKEX** | The Stock Exchange of Hong Kong Limited | | **HKD** | Hong Kong Dollars, the lawful currency of Hong Kong | [Company Information](index=4&type=section&id=Company%20Information) [Basic Company Information](index=4&type=section&id=Basic%20Company%20Information) This section provides basic company information, including Board members, principal bankers, registered office, principal place of business in Hong Kong, share registrar, website, stock code, auditors, and legal advisors - Board members include Executive Directors Mr. Cheng Man Chun (Chairman and Managing Director), Ms. Xu Wei, Mr. Yang Jianting, Mr. Ge Kanning, and Independent Non-executive Directors Mr. Yam Kwong Chun, Mr. Wong Yee Sum, and Mr. Lam Yi Tung[17](index=17&type=chunk) - Principal bankers include Bank of Communications Co., Ltd. Hong Kong Branch, DBS Bank (Hong Kong) Limited, Fubon Bank (Hong Kong) Limited, among others[17](index=17&type=chunk) - The Company's stock code is **372** on HKEX[17](index=17&type=chunk) [Review Report on Condensed Consolidated Financial Statements](index=5&type=section&id=Review%20Report%20on%20Condensed%20Consolidated%20Financial%20Statements) [Conclusion of Review Report](index=5&type=section&id=Conclusion%20of%20Review%20Report) Deloitte Touche Tohmatsu has reviewed the Group's condensed consolidated financial statements for the six months ended September 30, 2021, and found no matters leading them to believe the statements are not prepared in all material respects in accordance with HKAS 34 - The review was conducted in accordance with Hong Kong Standard on Review Engagements 2410, which is less in scope than an audit, thus no audit opinion is expressed[21](index=21&type=chunk) - The review concluded that nothing has come to the reviewer's attention that causes them to believe the condensed consolidated financial statements are not prepared, in all material respects, in accordance with HKAS 34[22](index=22&type=chunk) [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=6&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) [Overview of Profit or Loss and Comprehensive Income](index=6&type=section&id=Overview%20of%20Profit%20or%20Loss%20and%20Comprehensive%20Income) The Group recorded a loss for the six months ended September 30, 2021, a stark contrast to the profit in the prior period, primarily due to fair value changes in financial instruments and the absence of gain on disposal of an associate Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (For the six months ended September 30) | Indicator | 2021 (HK$ Thousand) | 2020 (HK$ Thousand) | | :------------------------------------------------ | :------------------ | :------------------ | | **Total Revenue** | 497,060 | 702,905 | | **Cost of Sales** | (463,382) | (695,647) | | **Gross Profit** | 33,678 | 7,258 | | **Net (Loss) Gain on Financial Instruments** | (72,433) | 11,866 | | **(Loss) Profit Before Tax** | (96,653) | 153,305 | | **(Loss) Profit for the Period** | (96,653) | 153,300 | | **(Loss) Profit for the Period Attributable to Owners of the Company** | (95,573) | 153,649 | | **Basic (Loss) Earnings Per Share** | (4.74) HK Cents | 7.61 HK Cents | - Total revenue decreased by **29.3%** year-on-year, from **HK$702,905 thousand** to **HK$497,060 thousand**[25](index=25&type=chunk) - Gross profit significantly increased from **HK$7,258 thousand** to **HK$33,678 thousand**, but a net loss on financial instruments led to an overall shift from profit to loss[25](index=25&type=chunk) [Condensed Consolidated Statement of Financial Position](index=8&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) [Overview of Financial Position](index=8&type=section&id=Overview%20of%20Financial%20Position) As of September 30, 2021, the Group's total assets and net assets both decreased, primarily due to a reduction in financial assets at fair value through profit or loss within non-current assets and a decrease in bank balances and cash within current assets Condensed Consolidated Statement of Financial Position (As at September 30) | Indicator | 2021 (HK$ Thousand) | March 31, 2021 (HK$ Thousand) | | :-------------------------------------- | :------------------ | :---------------------------- | | **Non-current Assets** | 491,029 | 445,978 | | **Current Assets** | 247,229 | 343,059 | | **Current Liabilities** | 74,738 | 72,380 | | **Net Current Assets** | 172,491 | 270,679 | | **Total Assets Less Current Liabilities** | 663,520 | 716,657 | | **Non-current Liabilities** | 41,755 | 1,509 | | **Net Assets** | 621,765 | 715,148 | | **Total Equity** | 621,765 | 715,148 | - Financial assets at fair value through profit or loss decreased from **HK$197,704 thousand** to **HK$143,647 thousand**[31](index=31&type=chunk) - Bank balances and cash decreased from **HK$239,325 thousand** to **HK$168,866 thousand**[31](index=31&type=chunk) - Non-current liabilities significantly increased, primarily due to new borrowings[31](index=31&type=chunk) [Condensed Consolidated Statement of Changes in Equity](index=9&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) [Analysis of Changes in Equity](index=9&type=section&id=Analysis%20of%20Changes%20in%20Equity) For the six months ended September 30, 2021, total equity attributable to owners of the Company decreased due to the loss for the period, while non-controlling interests increased, reflecting capital contributions from non-controlling shareholders of a subsidiary Condensed Consolidated Statement of Changes in Equity (For the six months ended September 30) | Indicator | 2021 (HK$ Thousand) | 2020 (HK$ Thousand) | | :------------------------------------------------ | :------------------ | :------------------ | | **Equity Attributable to Owners of the Company at Beginning of Period** | 709,546 | 523,718 | | **Loss for the Period** | (95,573) | 153,649 | | **Exchange Differences Arising from Translation of Foreign Operations** | 569 | 2,392 | | **Capital Contribution from Non-controlling Shareholders of a Subsidiary** | 2,701 | – | | **Equity Attributable to Owners of the Company at End of Period** | 614,542 | 693,186 | | **Non-controlling Interests at End of Period** | 7,223 | 5,856 | | **Total Equity at End of Period** | 621,765 | 699,042 | - Equity attributable to owners of the Company decreased from **HK$709,546 thousand** at the beginning of the period to **HK$614,542 thousand** at the end of the period, primarily due to a loss of **HK$95,573 thousand** for the period[33](index=33&type=chunk) - Non-controlling interests increased by **HK$2,701 thousand**, reflecting capital contributions from non-controlling shareholders of a subsidiary[33](index=33&type=chunk) [Condensed Consolidated Statement of Cash Flows](index=10&type=section&id=Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) [Analysis of Cash Flows](index=10&type=section&id=Analysis%20of%20Cash%20Flows) For the six months ended September 30, 2021, the Group experienced negative net cash from operating activities and negative net cash from investing activities, but positive cash flow from financing activities, ultimately resulting in a net decrease in cash and cash equivalents Condensed Consolidated Statement of Cash Flows (For the six months ended September 30) | Indicator | 2021 (HK$ Thousand) | 2020 (HK$ Thousand) | | :------------------------------------------------ | :------------------ | :------------------ | | **Net Cash Used in Operating Activities** | (62,014) | (15,552) | | **Net Cash Used in Investing Activities** | (79,727) | 194,943 | | **Net Cash From Financing Activities** | 71,545 | (3,969) | | **Net (Decrease) Increase in Cash and Cash Equivalents** | (70,196) | 175,422 | | **Cash and Cash Equivalents at End of Period** | 168,866 | 254,147 | - Net cash used in operating activities was negative **HK$62,014 thousand**, primarily due to loss before tax and unrealized losses on financial instruments[35](index=35&type=chunk) - Net cash outflow from investing activities was **HK$79,727 thousand**, mainly for additions to property, plant and equipment and loans granted to third parties[35](index=35&type=chunk) - Net cash inflow from financing activities was **HK$71,545 thousand**, primarily from new borrowings and capital contributions from non-controlling shareholders of a subsidiary[35](index=35&type=chunk) [Notes to the Condensed Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) [1. Basis of Preparation](index=11&type=section&id=1.%20Basis%20of%20Preparation) These condensed consolidated financial statements are prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" issued by the HKICPA and the disclosure requirements of Appendix 16 to the HKEX Listing Rules, presented in HKD - The financial statements comply with **HKAS 34** and **Appendix 16** of the HKEX Listing Rules[39](index=39&type=chunk) - The functional currency is **HKD**[40](index=40&type=chunk) [2. Significant Accounting Policies](index=11&type=section&id=2.%20Significant%20Accounting%20Policies) The condensed consolidated financial statements are prepared under the historical cost convention, with certain financial instruments measured at fair value. The application of revised HKFRSs during the period had no significant impact on financial position or performance - Accounting policies are consistent with those used in the annual consolidated financial statements for the year ended March 31, 2021, except for the application of revised HKFRSs[41](index=41&type=chunk) - The application of revised HKFRSs, including amendments to **HKFRS 16** and **HKFRS 9**, had no significant impact on the financial position and performance for the period[42](index=42&type=chunk) [3. Revenue and Segment Information](index=12&type=section&id=3.%20Revenue%20and%20Segment%20Information) The Group's revenue primarily derives from contracts with customers, with commodity trading revenue being the largest component. Total revenue decreased year-on-year, and operating segment performance varied, with the metal recycling business not yet operational Revenue Analysis (For the six months ended September 30) | Revenue Category | 2021 (HK$ Thousand) | 2020 (HK$ Thousand) | | :------------------------------------ | :------------------ | :------------------ | | **Revenue from Contracts with Customers** | 494,935 | 702,730 | | - Commodity Trading Revenue | 494,089 | 702,685 | | - Insurance Brokerage Income | 846 | 45 | | **Interest under Effective Interest Method** | 2,125 | 175 | | **Total Revenue** | 497,060 | 702,905 | Revenue from Contracts with Customers by Goods or Service Type (For the six months ended September 30) | Goods or Service Type | 2021 (HK$ Thousand) | 2020 (HK$ Thousand) | | :--------------------------- | :------------------ | :------------------ | | **Commodity Trading Revenue** | 494,089 | 702,685 | | - Metals | 291,348 | 679,786 | | - Chemicals and Energy | 202,741 | 22,899 | | **Insurance Brokerage Income** | 846 | 45 | Segment Results (For the six months ended September 30) | Segment | 2021 Segment Results (HK$ Thousand) | 2020 Segment Results (HK$ Thousand) | | :--------------------------- | :---------------------------------- | :---------------------------------- | | **Commodity Trading** | (8,611) | (1,612) | | **Metal Recycling** | (8,108) | – | | **Long-Term Investments** | (55,113) | 12,805 | | **Chemicals** | (1,168) | (1,422) | | **Financial Institution Business** | (3,501) | (2,543) | | **Financing** | 107 | – | | **Other Investments** | 888 | 21 | | **Total** | (75,506) | 7,249 | - The metal recycling segment recorded a loss of **HK$8,108 thousand** during the period but has not yet commenced business operations[55](index=55&type=chunk)[56](index=56&type=chunk) [4. Net (Loss) Gain on Financial Instruments](index=17&type=section&id=4.%20Net%20(Loss)%20Gain%20on%20Financial%20Instruments) The Group recorded a net loss of HK$72,433 thousand on financial instruments during the period, primarily due to a decrease in the fair value of financial assets at fair value through profit or loss and a decrease in the fair value of derivative financial instruments Net (Loss) Gain on Financial Instruments (For the six months ended September 30) | Item | 2021 (HK$ Thousand) | 2020 (HK$ Thousand) | | :------------------------------------------------ | :------------------ | :------------------ | | **(Decrease) Increase in Fair Value of Financial Assets at Fair Value Through Profit or Loss** | (54,057) | 16,161 | | **Increase in Fair Value of Equity Investments Held for Trading** | 888 | 21 | | **Decrease in Fair Value of Derivative Financial Instruments** | (19,264) | (4,316) | | **Total** | (72,433) | 11,866 | - The decrease in fair value of financial assets at fair value through profit or loss by **HK$54,057 thousand** was the primary reason for the net loss[62](index=62&type=chunk) [5. (Loss) Profit Before Tax](index=17&type=section&id=5.%20(Loss)%20Profit%20Before%20Tax) The loss before tax for the period was HK$96,653 thousand, primarily after deducting expenses such as depreciation of property, plant and equipment, depreciation of right-of-use assets, and inventory provisions Items Deducted in Arriving at (Loss) Profit Before Tax (For the six months ended September 30) | Item | 2021 (HK$ Thousand) | 2020 (HK$ Thousand) | | :---------------------------------------- | :------------------ | :------------------ | | **Depreciation of Property, Plant and Equipment** | 2,135 | 1,018 | | **Depreciation of Right-of-Use Assets** | 3,460 | 4,638 | | **Provision for Inventories** | 1,095 | – | [6. Income Tax Expense](index=17&type=section&id=6.%20Income%20Tax%20Expense) No income tax provision was made for Hong Kong, China, or the UK during the current and prior periods, as the Group did not generate assessable profits in these jurisdictions - Hong Kong profits tax is calculated at **16.5%**, China corporate income tax at **25%**, and UK corporate tax at **19%**[64](index=64&type=chunk)[68](index=68&type=chunk) - No income tax provision was made as the Group did not generate assessable profits in Hong Kong, China, and the UK[64](index=64&type=chunk)[68](index=68&type=chunk) [7. Distributions](index=18&type=section&id=7.%20Distributions) During the interim period, the Board resolved not to pay, declare, or propose any dividends - The Directors of the Company resolved not to pay any dividend for the interim period[69](index=69&type=chunk) [8. (Loss) Earnings Per Share](index=18&type=section&id=8.%20(Loss)%20Earnings%20Per%20Share) For the six months ended September 30, 2021, basic and diluted loss per share attributable to owners of the Company was 4.74 HK cents, compared to basic earnings per share of 7.61 HK cents in the prior period (Loss) Earnings Per Share (For the six months ended September 30) | Indicator | 2021 (HK Cents) | 2020 (HK Cents) | | :-------- | :-------------- | :-------------- | | **Basic** | (4.74) | 7.61 | | **Diluted** | (4.74) | Not Applicable | - The calculation of diluted loss per share did not assume the exercise of the subscription options granted to the non-controlling shareholders of Cupral, as their assumed exercise would result in a reduction in loss per share[71](index=71&type=chunk) [9. Movements in Property, Plant and Equipment and Right-of-Use Assets](index=19&type=section&id=9.%20Movements%20in%20Property%2C%20Plant%20and%20Equipment%20and%20Right-of-Use%20Assets) During the period, the Group acquired HK$58,057 thousand in property, plant and equipment, primarily for Cupral's business operations, and recognized HK$24,043 thousand in right-of-use assets and related lease liabilities - The Group acquired property, plant and equipment of **HK$58,057 thousand**, of which **HK$27,045 thousand** was for Cupral's business operations[74](index=74&type=chunk) - Right-of-use assets of **HK$24,043 thousand** and lease liabilities of **HK$21,747 thousand** were recognized for Cupral's leased plant in the UK[74](index=74&type=chunk) [10. Debt Instruments at Amortised Cost](index=19&type=section&id=10.%20Debt%20Instruments%20at%20Amortised%20Cost) The Group holds preference shares of Qianyang Investment Limited with a total subscription price of HK$200,000,000, and the redemption date has been extended to April 16, 2022. Subsequent to the reporting period, the Group completed the subscription of a 65% equity interest in Qianyang - The Group subscribed for Qianyang preference shares of **HK$200,000,000**, with dividends calculated at an annual interest rate of **2%**, guaranteed by Qianyang's sole shareholder[75](index=75&type=chunk) - The redemption date for the preference shares has been extended to **April 16, 2022**[76](index=76&type=chunk) - Subsequent to the reporting period, the Group completed the subscription of a **65%** equity interest in Qianyang and expects to obtain control over the Qianyang Group[80](index=80&type=chunk)[81](index=81&type=chunk) [11. Financial Assets at Fair Value Through Profit or Loss](index=20&type=section&id=11.%20Financial%20Assets%20at%20Fair%20Value%20Through%20Profit%20or%20Loss) The Group primarily invested in a Korean private equity fund (AFC Mercury Fund), which recorded a fair value loss of HK$54,057 thousand during the period, and this investment is classified as a non-current asset - The Group invested in a Korean private equity fund with a total consideration of **US$20,000,000** (approximately **HK$156,000,000**), representing approximately **29.71%** of the fund's issued share capital[85](index=85&type=chunk) - For the six months ended September 30, 2021, the fund generated a fair value loss of **HK$54,057 thousand**[86](index=86&type=chunk) - This investment is classified as a non-current asset, as it is held for long-term strategic investment purposes[86](index=86&type=chunk) [12. Loans Receivable](index=21&type=section&id=12.%20Loans%20Receivable) The Group's total loans receivable amounted to HK$24,946 thousand, primarily comprising loans granted to non-controlling shareholders of Cupral and secured loans granted to third parties Loans Receivable (As at September 30) | Item | 2021 (HK$ Thousand) | March 31, 2021 (HK$ Thousand) | | :---------------------------------- | :------------------ | :---------------------------- | | **Loans to Non-controlling Shareholders** | 2,815 | – | | **Loans to Third Parties** | 22,131 | – | | **Total** | 24,946 | – | | **Analyzed for reporting purposes as:** | | | | - Current Assets | 3,096 | – | | - Non-current Assets | 21,850 | – | - Loans granted to third parties are secured, bear interest at an annual rate of **7%**, and are due in **June 2023**[87](index=87&type=chunk) [13. Trade Receivables, Deposits and Prepayments](index=22&type=section&id=13.%20Trade%20Receivables%2C%20Deposits%20and%20Prepayments) As of September 30, 2021, the Group's total trade receivables, deposits, and prepayments amounted to HK$29,858 thousand, a significant increase from HK$9,053 thousand as of March 31 Trade Receivables, Deposits and Prepayments (As at September 30) | Item | 2021 (HK$ Thousand) | March 31, 2021 (HK$ Thousand) | | :---------------------------------------- | :------------------ | :---------------------------- | | **Trade Receivables** | 7,031 | 3,825 | | - Contracts with Customers | 1,201 | – | | - Interest | 5,830 | 3,825 | | **Prepayments to Suppliers** | 16,146 | – | | **Prepaid Expenses, Deposits and Other Receivables** | 6,681 | 5,228 | | **Total** | 29,858 | 9,053 | - Prepayments to suppliers increased from zero to **HK$16,146 thousand**, which is the main reason for the total increase[90](index=90&type=chunk) [14. Borrowings](index=23&type=section&id=14.%20Borrowings) As of September 30, 2021, the Group incurred new borrowings of HK$72,689 thousand, comprising secured borrowings (for Cupral's business) and unsecured borrowings (for commodity trading business) Borrowings (As at September 30) | Item | 2021 (HK$ Thousand) | March 31, 2021 (HK$ Thousand) | | :---------------------------------- | :------------------ | :---------------------------- | | **Secured** | 20,306 | – | | **Unsecured** | 52,383 | – | | **Total** | 72,689 | – | | **Repayable within:** | | | | - One year | 52,383 | – | | - More than one year but not exceeding two years | 20,306 | – | - Secured borrowings of **HK$20,306 thousand** were for Cupral's business operations, collateralized by plant and equipment, bearing interest at an annual rate of **10%**[92](index=92&type=chunk) - Unsecured borrowings of **HK$52,383 thousand** were for commodity trading business, bearing interest at an annual rate of **1.83%**, repayable within **four months**[93](index=93&type=chunk) [15. Share Capital](index=24&type=section&id=15.%20Share%20Capital) As of September 30, 2021, the Company's authorized share capital was HK$1,028,000 thousand, issued and fully paid share capital was HK$20,183 thousand, with 2,018,282,827 shares, remaining unchanged from the beginning of the period Share Capital (As at September 30) | Item | Number of Shares (2021) | Number of Shares (2020) | Value (2021 HK$ Thousand) | Value (2020 HK$ Thousand) | | :------------------------ | :---------------------- | :---------------------- | :------------------------ | :------------------------ | | **Authorized:** | 102,800,000,000 | 102,800,000,000 | 1,028,000 | 1,028,000 | | **Issued and Fully Paid:** | 2,018,282,827 | 2,018,282,827 | 20,183 | 20,183 | - Ordinary shares with a par value of **HK$0.01** per share, with **2,018,282,827** shares issued[96](index=96&type=chunk) [16. Subscription of Interest in Cupral](index=24&type=section&id=16.%20Subscription%20of%20Interest%20in%20Cupral) The Group completed the subscription of a 90% equity interest in Cupral for a total consideration of GBP2,250,000 (approximately HK$24,260 thousand), with Cupral primarily engaged in metal recycling and processing. The Group also provided a loan to Cupral's non-controlling shareholders - The Group subscribed for a **90%** equity interest in Cupral for a total consideration of approximately **HK$24,260 thousand**, making Cupral a subsidiary of the Company[97](index=97&type=chunk) - Cupral's business involves constructing a metal recycling and processing plant in the UK for the recycling, processing, and sale of copper granules and high-quality aluminum scrap, with no business operations commenced as of the reporting period end[98](index=98&type=chunk) - The Group advanced a loan of **GBP250,000** (approximately **HK$2,696 thousand**) to Cupral's non-controlling shareholders, bearing interest at an annual rate of **10%**, secured by their shares in Cupral[102](index=102&type=chunk) [17. Disposal of Interest in an Associate](index=25&type=section&id=17.%20Disposal%20of%20Interest%20in%20an%20Associate) The Group completed the disposal of its entire equity interest in Blue River Holdings Limited in April and July 2020, realizing a total gain of HK$163,480 thousand - The Group disposed of a **19.57%** equity interest in Blue River Holdings Limited for a consideration of **HK$181,440 thousand**, and placed the remaining **4.08%** equity interest[103](index=103&type=chunk) - The Group received net proceeds of **HK$196,687 thousand** from the disposal and recognized a total gain on disposal of interest in an associate of **HK$163,480 thousand** in profit or loss[103](index=103&type=chunk)[104](index=104&type=chunk) [18. Related Party Transactions](index=26&type=section&id=18.%20Related%20Party%20Transactions) Related party transactions during the period primarily consisted of key management personnel's remuneration, totaling HK$6,085 thousand, an increase from the prior period Key Management Personnel Remuneration (For the six months ended September 30) | Item | 2021 (HK$ Thousand) | 2020 (HK$ Thousand) | | :------------------------ | :------------------ | :------------------ | | **Fees** | 225 | 225 | | **Salaries and Other Emoluments** | 5,860 | 4,845 | | **Total** | 6,085 | 5,070 | [19. Fair Value Measurement of Financial Instruments](index=26&type=section&id=19.%20Fair%20Value%20Measurement%20of%20Financial%20Instruments) Certain financial assets of the Group are measured at fair value and classified according to the fair value hierarchy (Levels 1 to 3), primarily including listed equity securities, derivative financial instruments, and unlisted funds Fair Value Measurement of Financial Assets (As at September 30) | Financial Assets | 2021 (HK$ Thousand) | Fair Value Hierarchy | Valuation Techniques and Key Inputs | | :------------------------------------------------ | :------------------ | :------------------- | :------------------------------------------------------------------------------------------------------------------------------------------------------ | | **Listed Equity Securities** | 6,595 | Level 1 | Quoted closing prices in active markets | | **Derivative Financial Instruments** | | | | | - Assets | 1,969 | Level 2 | Discounted cash flow, based on estimated future cash flows from forward commodity prices and contracted commodity prices | | - Liabilities | 5,052 | Level 2 | Discounted cash flow, based on estimated future cash flows from forward exchange rates and contracted forward exchange rates | | **Financial Assets at Fair Value Through Profit or Loss** | | | | | - Unlisted Funds | 143,647 | Level 2 | Net asset value of the fund determined based on observable quotes from active markets for the underlying investment portfolio (primarily listed shares) | - There were no transfers between Level 1, Level 2, and Level 3 during the current and prior periods[112](index=112&type=chunk) [20. Capital Commitments](index=28&type=section&id=20.%20Capital%20Commitments) As of September 30, 2021, the Group's capital commitments amounted to HK$64,132 thousand, primarily for the acquisition of contracted construction in progress not yet provided for Capital Commitments (As at September 30) | Item | 2021 (HK$ Thousand) | March 31, 2021 (HK$ Thousand) | | :------------------------------------------------ | :------------------ | :---------------------------- | | **Capital expenditure contracted for the acquisition of construction in progress but not yet provided for in the condensed consolidated financial statements** | 64,132 | 60,603 | [21. Events After the Reporting Period](index=28&type=section&id=21.%20Events%20After%20the%20Reporting%20Period) Subsequent to the reporting period, the Group completed the subscription of a 65% equity interest in Qianyang on October 11, 2021, and the Board is assessing its financial impact on the annual consolidated financial statements - The subscription of a **65%** equity interest in Qianyang was completed on **October 11, 2021**[117](index=117&type=chunk) - The Board is assessing the financial impact of this subscription on the annual consolidated financial statements for the year ending **March 31, 2022**[117](index=117&type=chunk) [Management Discussion and Analysis](index=29&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review](index=29&type=section&id=Business%20Review) The Group continues to implement its long-term investment strategy, actively participating in the management of investee companies to enhance value. A loss was recorded for the period, primarily due to unrealized fair value losses on financial instruments, with varied performance across business segments and some new businesses hindered by the pandemic - The Group recorded a loss attributable to owners of the Company of **HK$95,573 thousand** and basic loss per share of **4.74 HK cents**, primarily due to unrealized fair value losses on financial instruments[120](index=120&type=chunk) [Financial Performance Review](index=29&type=section&id=Financial%20Performance%20Review) The Group recorded a loss for the period, contrasting with a profit in the prior period, primarily attributable to unrealized fair value losses on financial instruments, particularly the investment in AFC Mercury Fund - Loss attributable to owners of the Company was **HK$95,573 thousand** (2020: profit of **HK$153,649 thousand**)[120](index=120&type=chunk) - Basic loss per share was **4.74 HK cents** (2020: basic earnings per share of **7.61 HK cents**)[120](index=120&type=chunk) - The loss was primarily due to unrealized fair value losses on financial instruments, especially the investment in **AFC Mercury Fund**[120](index=120&type=chunk) [Commodity Trading](index=29&type=section&id=Commodity%20Trading) Commodity trading revenue decreased to HK$494,089 thousand, recording a segment loss of HK$8,611 thousand, primarily impacted by supply chain issues, high freight costs, and a decrease in the fair value of derivative financial instruments - Commodity trading segment revenue was **HK$494,089 thousand** (2020: **HK$702,685 thousand**), with a segment loss of **HK$8,611 thousand** (2020: **HK$1,612 thousand**)[121](index=121&type=chunk) - The decrease in revenue was mainly due to supply chain issues, including warehouse shipment delays, vessel delays, high freight costs, and reduced production[121](index=121&type=chunk) - Revenue from chemicals and energy business increased, accounting for **41%** of total trading revenue[122](index=122&type=chunk) [Metal Recycling](index=29&type=section&id=Metal%20Recycling) The Group completed the subscription of a 90% equity interest in Cupral, and this metal recycling business recorded zero revenue and a segment loss of HK$8,108 thousand during the period, not yet operational, with the recycling plant expected to commence production in December 2021 - The Group subscribed for a **90%** equity interest in Cupral for a total consideration of approximately **HK$24,300 thousand**[123](index=123&type=chunk) - The metal recycling business recorded zero revenue and a segment loss of **HK$8,108 thousand**, and had not commenced operations as of **September 30, 2021**[123](index=123&type=chunk) - The recycling plant is expected to commence production in **December 2021** and reach maximum capacity before the financial year ending **March 2022**[126](index=126&type=chunk) [Long-Term Strategic Investments](index=30&type=section&id=Long-Term%20Strategic%20Investments) Long-term investment business recorded revenue of HK$2,005 thousand and a segment loss of HK$55,113 thousand, primarily from Qianyang preference share dividends and unrealized losses from AFC Mercury Fund. The fair value of CEC Fund has decreased to zero - Long-term investments recorded revenue of **HK$2,005 thousand** (2020: **HK$175 thousand**) and a segment loss of **HK$55,113 thousand** (2020: segment profit of **HK$12,805 thousand**)[127](index=127&type=chunk) - The segment loss primarily resulted from unrealized losses from **AFC Mercury Fund**[127](index=127&type=chunk) [Chemical Storage](index=32&type=section&id=Chemical%20Storage) The Group invested in Jiangsu Hongmao Storage Co., Ltd., which is constructing chemical storage and related facilities but had not commenced operations as of September 30, 2021 - The Group invested in Yangtze Prosperity Development (HK) Limited through loan capitalization, which owns the entire equity interest in Jiangsu Hongmao Storage Co., Ltd[143](index=143&type=chunk) - Jiangsu Hongmao Storage Co., Ltd. is constructing and operating chemical storage and related facilities but had not commenced operations as of the reporting period end[143](index=143&type=chunk) [Financial Institution Business](index=33&type=section&id=Financial%20Institution%20Business) The Group actively expands its asset management, insurance brokerage, and investment banking businesses, aiming to establish a cross-border investment platform between Asia and Africa, but the ongoing global pandemic has hindered full business development - Huahui Asset Management (Hong Kong) Limited holds Type **4** and Type **9** licenses from the Securities and Futures Commission[146](index=146&type=chunk) - Prudential Insurance Brokers Limited was acquired, authorized to operate long-term insurance brokerage business in Hong Kong[146](index=146&type=chunk) - Mauritius subsidiary Muhabura Capital Limited (MCL) was granted an investment banking license, but business has been slow due to pandemic-related travel restrictions[146](index=146&type=chunk)[147](index=147&type=chunk) [Loan Financing Services](index=33&type=section&id=Loan%20Financing%20Services) Loan financing business recorded a segment profit of HK$107 thousand for the period, with a loan portfolio of HK$2,815 thousand - Loan financing business recorded **HK$107 thousand** segment profit (2020: zero)[149](index=149&type=chunk) - As of **September 30, 2021**, the loan portfolio was **HK$2,815 thousand**[149](index=149&type=chunk) [Other Investments](index=33&type=section&id=Other%20Investments) Other investments contributed a segment profit of HK$888 thousand during the period - Other investments contributed segment profit of **HK$888 thousand** (2020: **HK$21 thousand**)[150](index=150&type=chunk) [Financial Review](index=34&type=section&id=Financial%20Review) The Group's total assets and equity attributable to owners both decreased, but the current ratio remained healthy. The Group was in a net cash position with a zero gearing ratio. The acquisition of Qianyang equity was completed after the reporting period - Total assets were **HK$738,258 thousand**, a **6.4%** decrease from the previous period[153](index=153&type=chunk) - Equity attributable to owners of the Company was **HK$614,542 thousand**, a **13.4%** decrease from March 31, 2021, primarily due to unrealized fair value losses on financial instruments[153](index=153&type=chunk) [Liquidity and Financial Resources](index=34&type=section&id=Liquidity%20and%20Financial%20Resources) The Group's net current assets were HK$172,491 thousand, with a current ratio of approximately 3, indicating healthy liquidity - Current assets were **HK$247,229 thousand**, and current liabilities were **HK$74,738 thousand**[154](index=154&type=chunk) - The current ratio was approximately **3** (March 31, 2021: **5**)[154](index=154&type=chunk) [Gearing Ratio](index=34&type=section&id=Gearing%20Ratio) The Group was in a net cash position at the end of the reporting period, resulting in a zero gearing ratio - Bank balances and cash were **HK$168,866 thousand**, and bank and other borrowings were **HK$72,689 thousand**[155](index=155&type=chunk) - Due to being in a net cash position, the gearing ratio was **zero**[155](index=155&type=chunk) [Material Acquisitions or Disposals and Future Plans for Material Investments](index=34&type=section&id=Material%20Acquisitions%20or%20Disposals%20and%20Future%20Plans%20for%20Material%20Investments) There were no material acquisitions or disposals of subsidiaries, associates, and joint ventures during the period. Subsequent to the reporting period, the subscription of a 65% equity interest in Qianyang was completed - There were no material acquisitions or disposals of subsidiaries, associates, and joint ventures during the period[156](index=156&type=chunk) - Subsequent to the reporting period end, the subscription of a **65%** equity interest in Qianyang was completed on **October 11, 2021**[156](index=156&type=chunk) [Foreign Exchange Management](index=34&type=section&id=Foreign%20Exchange%20Management) The Group's monetary assets and liabilities are primarily denominated in HKD, KRW, RMB, USD, JPY, and GBP, and foreign exchange forward contracts and currency swaps are entered into for hedging purposes - Principal monetary assets and liabilities are denominated in **HKD, KRW, RMB, USD, JPY, and GBP**[157](index=157&type=chunk) - The Group enters into foreign exchange forward contracts and currency swaps for hedging purposes[157](index=157&type=chunk) [Pledged Assets](index=34&type=section&id=Pledged%20Assets) As of September 30, 2021, the Group pledged plant and equipment assets amounting to HK$22,813 thousand to a third party - The Group pledged plant and equipment assets amounting to **HK$22,813 thousand** to a third party[158](index=158&type=chunk) [Contingent Liabilities](index=35&type=section&id=Contingent%20Liabilities) As of September 30, 2021, the Group had no material contingent liabilities - The Group had no material contingent liabilities[161](index=161&type=chunk) [Capital Commitments](index=35&type=section&id=Capital%20Commitments) The Group's capital commitments amounted to HK$64,312 thousand, primarily for construction contracts related to the chemical storage business in China - Capital commitments amounted to **HK$64,312 thousand** for the construction of chemical storage and related facilities[162](index=162&type=chunk) [Issued Securities](index=35&type=section&id=Issued%20Securities) As of September 30, 2021, the Company had 2,018,282,827 issued shares, with no changes in its capital structure during the period - A total of **2,018,282,827** shares were issued[163](index=163&type=chunk) - There were no changes in the Company's capital structure during the period[163](index=163&type=chunk) [Interim Dividend](index=35&type=section&id=Interim%20Dividend) The Board resolved not to recommend the payment of an interim dividend for the period - The Board resolved not to recommend the payment of an interim dividend for the period[164](index=164&type=chunk) [Employees and Remuneration Policy](index=35&type=section&id=Employees%20and%20Remuneration%20Policy) The Group employed 66 employees, and its remuneration policy aims to attract, retain, and motivate high-quality talent, offering benefits such as discretionary bonuses, training, and provident funds - The Group employed a total of **66 employees** (March 31, 2021: **45 employees**)[165](index=165&type=chunk) - The remuneration policy aims to attract, retain, and motivate high-quality talent, offering discretionary bonuses, training, and provident funds[165](index=165&type=chunk) - No share options were granted during the period, and there were no outstanding share options[165](index=165&type=chunk) [Outlook](index=36&type=section&id=Outlook) Facing challenges from the COVID-19 pandemic and geopolitical tensions, the Group's management maintains cautious optimism. Logistics bottlenecks are expected to ease in early 2022, benefiting commodity trading and metal recycling businesses. The recovery of financial intermediary businesses depends on travel reopening and relaxed quarantine requirements - Global pandemic and geopolitical tensions pose challenges, leading to a slowdown in the launch of several new business initiatives for the Group[168](index=168&type=chunk) - Cupral metal recycling plant construction was delayed by **three months**, with an estimated maximum annual production capacity of approximately **14,000 tonnes** by the end of **March 2022**, producing a mix of copper and aluminum products[170](index=170&type=chunk) - Logistics bottlenecks are expected to ease in early **2022**, benefiting commodity trading in Asia and commodity recycling in the UK[171](index=171&type=chunk) - The recovery of financial intermediary businesses will largely depend on the extent of travel reopening and the relaxation or removal of quarantine requirements in Hong Kong[171](index=171&type=chunk) - The recent acquisition of Qianyang is also expected to bring stronger revenue in the **2022** calendar year[171](index=171&type=chunk) [Additional Information](index=37&type=section&id=Additional%20Information) [Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares and Debentures](index=37&type=section&id=Directors'%20and%20Chief%20Executive's%20Interests%20and%20Short%20Positions%20in%20Shares%2C%20Underlying%20Shares%20and%20Debentures) As of September 30, 2021, Executive Director Mr. Cheng Man Chun held interests in the Company's shares, including 100,000,000 beneficially owned shares and 488,000,000 shares held through a controlled corporation Directors' Long Positions in the Company's Shares (As at September 30) | Name of Director | Capacity | Number of Shares Held | Approximate Percentage of the Company's Issued Share Capital | | :--------------- | :------------------------- | :-------------------- | :----------------------------------------------------------- | | **Mr. Cheng Man Chun** | Beneficial Owner | 100,000,000 | 4.95% | | | Interest in a Controlled Corporation | 488,000,000 | 24.18% | - Mr. Cheng Man Chun held **488,000,000** shares through his wholly-owned Champion Choice Holdings Limited[175](index=175&type=chunk) [Share Option Scheme](index=37&type=section&id=Share%20Option%20Scheme) The Company adopted a new share option scheme on August 20, 2021, aiming to provide incentives to eligible persons. The total number of shares available for issue under the scheme is 201,828,282, representing approximately 10% of the issued share capital. No share options were granted or exercised during the period - The Company adopted a new share option scheme on **August 20, 2021**, replacing the expired old scheme[176](index=176&type=chunk) - The share option scheme aims to provide incentives or rewards to eligible persons who have contributed to the Company or its subsidiaries and/or investment entities[177](index=177&type=chunk) - The total number of shares available for issue under the share option scheme is **201,828,282 shares**, representing approximately **10%** of the Company's issued shares[179](index=179&type=chunk) - No share options were granted, cancelled, exercised, or lapsed during the period, and there were no outstanding share options[185](index=185&type=chunk) [Substantial Shareholders' Interests and Short Positions Discloseable Under the SFO](index=39&type=section&id=Substantial%20Shareholders'%20Interests%20and%20Short%20Positions%20Discloseable%20Under%20the%20SFO) As of September 30, 2021, substantial shareholder Mr. Cheng Man Chun and his controlled corporation, Champion Choice Holdings Limited, held significant interests in the Company's shares Substantial Shareholders' Interests and Short Positions (As at September 30) | Name of Substantial Shareholder | Capacity | Number of Issued Shares Held | Approximate Percentage of the Company's Issued Shares | | :------------------------------ | :------------------------- | :--------------------------- | :---------------------------------------------------- | | **Mr. Cheng** | Beneficial Owner | 100,000,000 | 4.95% | | | Interest in a Controlled Corporation | 488,000,000 | 24.18% | | **Champion Choice** | Beneficial Owner | 488,000,000 | 24.18% | - Mr. Cheng Man Chun is deemed to be interested in **488,000,000** shares of the Company directly held by Champion Choice[188](index=188&type=chunk) [Events After the Reporting Period](index=40&type=section&id=Events%20After%20the%20Reporting%20Period) Subsequent to the reporting period, the subscription of a 65% equity interest in Qianyang was completed on October 11, 2021, and its financial impact is currently being assessed - The subscription of a **65%** equity interest in Qianyang was completed on **October 11, 2021**[191](index=191&type=chunk) - The Board is assessing the financial impact of the completion of the subscription on the Group's annual consolidated financial statements for the year ending **March 31, 2022**[191](index=191&type=chunk) [Interim Dividend](index=40&type=section&id=Interim%20Dividend) The Board resolved not to recommend the payment of an interim dividend for the period - The Board resolved not to recommend the payment of an interim dividend for the period[192](index=192&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=40&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company's%20Listed%20Securities) For the six months ended September 30, 2021, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities - Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[193](index=193&type=chunk) [Corporate Governance](index=40&type=section&id=Corporate%20Governance) The Company has consistently complied with the Corporate Governance Code in Appendix 14 of the Listing Rules, with a deviation where the roles of Chairman and Chief Executive Officer are held by the same person, an arrangement the Board believes enhances efficiency - The Company has consistently complied with the Corporate Governance Code, with a deviation from code provision **A.2.1** (roles of Chairman and Chief Executive Officer should be separate)[194](index=194&type=chunk)[195](index=195&type=chunk) - The Board believes that combining the roles of Chairman and Chief Executive Officer in one person allows for more efficient and effective planning and implementation of business strategies[195](index=195&type=chunk) [Changes in Directors' Information](index=41&type=section&id=Changes%20in%20Directors'%20Information) Ms. Xu Wei was appointed as an Independent Non-executive Director of Coretronic Holdings Limited on December 6, 2021 - Ms. Xu Wei was appointed as an Independent Non-executive Director of Coretronic Holdings Limited (stock code: **2166**) on **December 6, 2021**[198](index=198&type=chunk) [Model Code for Securities Transactions by Directors](index=41&type=section&id=Model%20Code%20for%20Securities%20Transactions%20by%20Directors) The Company has adopted the Model Code set out in Appendix 10 of the Listing Rules, and all Directors confirmed compliance with the code throughout the period - The Company has adopted the Model Code set out in **Appendix 10** of the Listing Rules as the code of conduct for Directors' securities transactions[199](index=199&type=chunk) - All Directors confirmed compliance with the standards set out in the Model Code throughout the period[199](index=199&type=chunk) [Review of Interim Results](index=41&type=section&id=Review%20of%20Interim%20Results) The interim results for the six months ended September 30, 2021, are unaudited but have been reviewed by the auditor, Deloitte Touche Tohmatsu, and the Company's Audit Committee - The interim results are unaudited but have been reviewed by the auditor, Deloitte Touche Tohmatsu, in accordance with **Hong Kong Standard on Review Engagements 2410**[200](index=200&type=chunk) - The interim results have also been reviewed by the Company's Audit Committee[200](index=200&type=chunk) [By Order of the Board](index=41&type=section&id=By%20Order%20of%20the%20Board) This interim report was signed and released by Mr. Cheng Man Chun, Chairman and Managing Director, on behalf of the Board on November 29, 2021 - This report was signed by Mr. Cheng Man Chun, Chairman and Managing Director, on behalf of the Board[201](index=201&type=chunk) - The signing date was **November 29, 2021**[201](index=201&type=chunk)
保德国际发展(00372) - 2021 - 年度财报
2021-07-19 23:44
P PT INTERNATIONAL DEVELOPMENT CORPORATION LIMITED 保 德 國 際 發 展 企 業 有 限 公 司 * (於百慕達註冊成立之有限公司) (股份代號 : 372) * 僅供錄別 2021 年度報告 目 錄 釋義及詞彙表 2 公司資料 3 主席報告書 4 管理層討論及分析 6 董事及公司秘書履歷簡介 14 董事會報告書 17 企業管治報告書 27 | --- | |--------------------------| | | | 環境、社會及管治報告書 | | 獨立核數師報告書 | | 綜合損益及其他全面收入表 | | 綜合財務狀況表 | | 綜合權益變動表 | | 綜合現金流量表 | | 綜合財務報表附註 | | 五年財務摘要 | 44 67 72 74 76 78 80 158 釋義及詞彙表 於本年報內,除另有所指者外,下列詞彙具有以下涵義: | --- | --- | --- | |----------------------|-------|----------------------------------| | | | | | | | | | 「董事 ...
保德国际发展(00372) - 2021 - 中期财报
2020-12-15 23:55
0 TOTOID 01110101 101001 10011010 01110101 10101001 100110101 1 011101010 0011010 期業績報告 PT INTERNATIONAL DEVELOPMENT CORPORATION LIMITED 00110 德 國 際 發 展 企 業 有 限 公 司 * 倡 (於百慕達註冊成立之有限公司) (股份代號 : 372) "僅供鐵別 目 錄 簡 稱 2 公司資料 3 簡明綜合財務報表審閱報告書 4 簡明綜合損益及其他全面收入表 5 簡明綜合財務狀況表 7 簡明綜合權益變動表 8 簡明綜合現金流量表 9 簡明綜合財務報表附註 10 管理層討論及分析 35 補充資料 43 簡 稱 | --- | --- | --- | |----------------------------------------------------------|-------|--------------------------------------| | | | | | 於本中期報告內,除文義另有所指外,下列簡稱具有以下涵義: | | | | 「董事會」 | 指 ...
保德国际发展(00372) - 2020 - 年度财报
2020-07-14 22:06
PT INTERNATIONAL DEVELOPMENT CORPORATION LIMITED 保 德 國 際 發 展 企 業 有 限 公 司 * (於百慕達註冊成立之有限公司) (股份代號 : 372) ・僅供織別 2020 年度報告 | --- | --- | --- | |--------------------------------|-------|-------| | | | | | | | | | | | | | | | | | | | | | | | | | 目 錄 | | | | 釋義及詞彙表 | 2 | | | 公司資料 | 3 | | | 主席報告書 | 4 | | | 管理層討論及分析 | 6 | | | 董事及公司秘書履歷簡介 | 14 | | | 董事會報告書 | 17 | | | 企業管治報告書 | 26 | | | 環 境、社 會 及 管 治 報 告 書 | 39 | | | 獨立核數師報告書 | 58 | | | 綜合損益及其他全面收入表 | 62 | | | 綜合財務狀況表 | 64 | | | 綜合權益變動表 | 66 | | | 綜合現金流量表 | 68 | | | ...
保德国际发展(00372) - 2020 - 中期财报
2019-12-17 08:57
17.45 15.22 2019 中期業績報告 09.00 PT INTERNATIONAL DEVELOPMENT CORPORATION LIMITED 保存德、國際際發展展、企業業、有一限,公開司。* (於百慕達註冊成立之有限公司) (股份代號 : 372) ·僅供鐵別 簡稱 2 公司資料 3 簡明綜合財務報表審閱報告書 4 簡明綜合損益及其他全面收益表 5 簡明綜合財務狀況表 7 簡明綜合權益變動表 8 簡明綜合現金流量表 9 簡明綜合財務報表附註 10 管理層討論及分析 41 補充資料 46 目 錄 簡 稱 | --- | --- | --- | |----------------------|-------|-----------------------------------------------| | | | | | 「董事會」 | 指 | 本公司之董事會 | | 「公司細則」 | 指 | 本公司之公司細則 | | 「企業管治守則」 | 指 | 上市規則附錄十四所載之企業管治守則 | | 「本公司」 | 指 | 保德國際發展企業有限公司 | | 「本期間」 | 指 | 截至二零一九年九月三十 ...