Revenue and Financial Performance - The group's revenue decreased in 2022 primarily due to a reduction in PCB product orders, particularly single-sided and multi-layer PCBs[8]. - The total revenue for the year ended December 31, 2022, was HKD 260,179,000, a decrease of 30.7% compared to HKD 375,375,000 in 2021[87]. - Revenue from single-sided PCBs was HKD 29,811,000, down 55.0% from HKD 66,256,000 in the previous year[87]. - Revenue from double-sided PCBs was HKD 205,746,000, representing a decrease of 10.4% from HKD 229,513,000 in 2021[87]. - Revenue from multi-layer PCBs was HKD 17,610,000, a significant decline of 74.8% compared to HKD 69,786,000 in the prior year[87]. - Revenue from LED lighting business was HKD 7,012,000, down 28.6% from HKD 9,820,000 in 2021[87]. - The company reported a loss of approximately HKD 43,715,000 for the fiscal year ending December 31, 2022[51]. - The loss attributable to shareholders was approximately HKD 41.1 million, a significant increase of 1,053.8% from HKD 3.9 million in the previous year[93]. - As of December 31, 2022, the company's current liabilities exceeded its current assets by approximately HKD 408,416,000, raising significant doubts about its ability to continue as a going concern[51]. Corporate Governance - The board consists of 11 members, including 5 executive directors, 2 non-executive directors, and 4 independent non-executive directors, ensuring a balanced mix of skills and experience[17]. - The audit committee is composed of four independent non-executive directors, with a focus on reviewing and supervising the group's financial reporting and compliance procedures[23]. - The chairman leads the board and ensures effective communication with shareholders while promoting good corporate governance practices[20]. - The company has adopted a standard code of conduct for directors' securities trading, ensuring compliance with regulations[16]. - The board meets at least four times a year, with regular updates provided to ensure directors can fulfill their responsibilities effectively[19]. - The nomination committee is responsible for reviewing the board's structure and composition annually, ensuring a diverse skill set among board members[34]. - The compliance committee oversees the group’s adherence to relevant laws and regulations, ensuring effective compliance procedures[35]. - The board has established a diversity policy aimed at enhancing governance and achieving sustainable business goals, with two female directors among eleven total[37]. - The board has resolved not to recommend a final dividend for the year, consistent with the previous year[110]. Strategic Initiatives and Future Plans - The company plans to implement cost-saving measures and improve quality to attract more sales orders from existing and potential customers[8]. - The company aims to enhance long-term shareholder returns through sustainable recurring revenue growth and maintaining a strong financial position[15]. - The company plans to focus on developing high-value-added PCB products, particularly copper-based PCBs for clean environmental applications[92]. - The company is seeking debt and equity financing to improve its working capital and cash flow situation[103]. - The company is taking cost control measures and strategic pricing policies to attract more sales orders amid the challenges posed by the COVID-19 pandemic[99]. Environmental, Social, and Governance (ESG) Efforts - The company emphasizes a commitment to sustainable development as a core part of its business strategy[135]. - The board of directors is responsible for overseeing the company's environmental, social, and governance (ESG) strategies and performance[148]. - The group has adopted a three-tier risk management approach to identify, assess, and manage significant risks and opportunities, including environmental, social, and governance-related risks[149]. - The group identifies key sustainability issues through a three-step process: identification, prioritization, and application and verification[151]. - High importance issues identified include product/service quality and safety, occupational health and safety, wastewater discharge, and greenhouse gas emissions[157]. - The company generated a total of 7,403.4 tons of carbon dioxide equivalent (tCO2e) greenhouse gases, with a carbon density of 13.0 tons of CO2e per 10,000 square feet, reflecting a reduction attributed to decreased production activities[173]. - The total wastewater discharge for the year was 83,284.1 cubic meters, significantly reduced from 415,233.3 cubic meters in the previous year, primarily due to decreased production activities[169]. - The company aims to reduce greenhouse gas emissions density (Scope 1 and 2) by 3% from the 2021 baseline by 2027[178]. - The company plans to reduce waste emissions density by 5% from the 2021 baseline by 2027[189]. Employee and Operational Insights - The group employed a total of 372 employees as of December 31, 2022, a decrease from 448 employees in 2021[111]. - The employee gender ratio as of December 31, 2022, was 1.68:1 (male to female)[41]. - The company has adopted a competitive remuneration scheme for its employees, with promotions and salary increases based on performance[31]. - The company has established mechanisms to ensure independent viewpoints are available to the board, which are reviewed annually[41]. Risk Management and Compliance - The board conducted an annual review of the effectiveness of the group's risk management and internal control systems, finding them effective and adequate as of December 31, 2022[57]. - The group has implemented a three-tier risk management approach to identify, assess, and manage significant risks[59]. - The board tracks and reviews major environmental, social, and governance issues at least once a year to narrow the gap between current progress and expectations[149]. - The company has established an effective energy monitoring and assessment system to continuously improve energy efficiency and set energy-saving targets[192].

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，概不對因本公告全部或任何 部份內容而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 CHINA SILVER TECHNOLOGY HOLDINGS LIMITED 中 華 銀 科 技 控 股 有 限 公 司 TC Orient Lighting Holdings Limited （前稱 達進東方照明控股有限公司） （於開曼群島註冊成立之有限公司） 515 （股份代號： ） 截至二零二二年十二月三十一日止年度 全年業績公告 中華銀科技控股有限公司（「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」）截至二零二二年十二月三十一日止年度的經審核綜合全 年業績（「全年業績」）以及二零二一年同期之可比較金額如下： 綜合損益及其他全面收益表 截至二零二二年十二月三十一日止年度 二零二二年 二零二一年 附註 千港元 千港元 4 260,179 375,375 營業額 (241,903) (353,882) 銷售成本 ...

Financial Performance - The company reported a revenue of HKD 190,243,000 for the six months ended June 30, 2022, a decrease of 20.9% compared to HKD 240,569,000 in the same period of 2021[5]. - Gross profit for the same period was HKD 9,211,000, down 41.1% from HKD 15,615,000 year-on-year[5]. - The company incurred a loss before tax of HKD 20,689,000, compared to a loss of HKD 13,876,000 in the previous year, representing an increase in loss of 49.4%[5]. - The total comprehensive loss for the period was HKD 22,982,000, compared to HKD 14,954,000 in the same period last year, indicating a 53.7% increase in total comprehensive loss[5]. - Basic and diluted loss per share was HKD 3.05, compared to HKD 2.44 in the previous year, reflecting a 25.0% increase in loss per share[7]. - The company reported a total loss of HKD 13,329,000 during the period, contributing to an accumulated loss of HKD 900,045,000 as of June 30, 2022[16]. - The company reported a loss attributable to shareholders of HKD 18,653,000 for the six months ended June 30, 2022, compared to a loss of HKD 13,329,000 for the same period in 2021, representing a year-over-year increase in loss of approximately 40.5%[35]. Assets and Liabilities - Non-current assets increased to HKD 274,059,000 as of June 30, 2022, from HKD 250,798,000 at the end of 2021, marking a growth of 9.3%[9]. - Current assets totaled HKD 314,245,000, up from HKD 301,120,000 at the end of 2021, representing a 4.5% increase[9]. - The company's total liabilities were HKD 537,597,000, slightly up from HKD 533,249,000 at the end of 2021, indicating a marginal increase of 0.7%[11]. - The company’s total liabilities exceeded its current assets by approximately HKD 223,352,000 as of June 30, 2022[21]. - The total trade and other receivables amounted to HKD 194,783,000 as of June 30, 2022, compared to HKD 181,054,000 as of December 31, 2021, indicating an increase of approximately 7.6%[38]. - Trade and other payables totaled HKD 108,892,000 as of June 30, 2022, down from HKD 138,054,000 as of December 31, 2021[46]. - Interest-bearing borrowings amounted to approximately HKD 210.7 million, up from HKD 159.9 million as of December 31, 2021, resulting in a capital debt ratio of 35.8%[62]. - The net current liabilities were approximately HKD 223.4 million, with a current ratio of 0.58[62]. Cash Flow and Financing - The cash flow from operating activities for the six months ended June 30, 2022, was a net outflow of HKD 16,661,000, compared to a net inflow of HKD 15,635,000 for the same period in 2021[18]. - The company’s financing activities generated a net cash inflow of HKD 51,407,000 for the six months ended June 30, 2022, compared to HKD 8,252,000 for the same period in 2021[18]. - New bank loans obtained during the interim period amounted to HKD 50,833,000, compared to zero in the same period of 2021[48]. - The company is in discussions with bankers to secure necessary financing to meet its operational and financial needs[21]. - The company plans to continue seeking debt and equity financing to improve its working capital and cash flow situation[70]. Operational Highlights - The company experienced a significant decline in revenue from LED lighting, which dropped to HKD 1,874,000 from HKD 25,619,000, a decrease of 92.7% year-over-year[27]. - The group's revenue decreased in the first half of 2022, primarily due to business disruptions caused by the pandemic and related lockdown measures, leading to a reduction in PCB product orders and a decline in LED business revenue[74]. - Single-sided PCB revenue was HKD 35,184,000, accounting for 18.5% of total revenue, while double-sided PCB revenue was HKD 142,542,000, representing 74.9% of total revenue[57]. - Multi-layer PCB revenue decreased by 39.9% to HKD 10,643,000, and LED business revenue dropped by 91.6% to HKD 1,874,000[57]. - The LED division confirmed revenue of approximately HKD 1.9 million from lighting projects in Jiangsu Province during the first half of 2022[76]. Employee and Management Information - Total employee costs decreased to HKD 23,401,000 in the first half of 2022 from HKD 35,152,000 in the same period of 2021, reflecting a reduction of about 33.4%[30]. - The group employed approximately 267 employees as of June 30, 2022, a decrease from 448 employees as of December 31, 2021[66]. - The company’s management compensation for the six months ended June 30, 2022, was HKD 1,477,000, slightly up from HKD 1,440,000 in the previous year[56]. Corporate Governance and Compliance - The company confirmed compliance with the corporate governance code during the reporting period, with some deviations noted regarding the distribution of management accounts to the board[100]. - All current directors have confirmed compliance with the standard code for securities trading by directors during the six months ending June 30, 2022[101]. - The audit committee consists of three independent non-executive directors, with Dr. Lu Hailin serving as the chairman[103]. - The audit committee reviewed the unaudited financial statements for the six months ending June 30, 2022, and confirmed compliance with applicable accounting standards and legal requirements[103]. Share Capital and Options - The weighted average number of ordinary shares for calculating basic and diluted loss per share increased to 610,789,000 in 2022 from 545,304,000 in 2021 due to a share consolidation[35]. - The old share option scheme, established in June 2006, has not been able to grant new options since its expiration in June 2016, but previously granted options remain valid[86]. - As of the report date, there are 4,558,930 unexercised share options under the old scheme, representing 0.68% of the company's existing issued share capital[87]. - The new share option plan allows for the issuance of up to 90,225,766 pre-consolidation shares, equivalent to 18,045,153 post-consolidation shares, representing 10% of the issued shares as of August 19, 2016[90]. - The maximum allocation for any eligible participant within a 12-month period is capped at 1% of the issued shares, while major shareholders or independent non-executive directors are limited to 0.1%[90]. - The updated plan allows for the issuance of up to 271,823,697 pre-consolidation shares, equivalent to 54,364,739 post-consolidation shares, also representing 10% of the issued shares as of June 22, 2020[91]. - The exercise price for options must be at least the highest of the closing price on the grant date, the average closing price over the five trading days prior to the grant date, or the par value of the shares[91]. - The company has not purchased, redeemed, or sold any of its own listed securities during the six months ending June 30, 2022[97].

Financial Performance - The company reported an increase in revenue due to the easing of COVID-19 restrictions, leading to a rise in customer orders and an overall improvement in the supply chain environment[9]. - The sales price of PCB products increased, contributing to the revenue growth[9]. - The company's revenue for the year ended December 31, 2021, was approximately HK$375.4 million, an increase of 58.0% compared to HK$237.6 million in 2020[84]. - The gross profit margin for 2021 was 5.7%, up from 2.1% in 2020[84]. - The loss attributable to shareholders decreased to approximately HK$3.9 million in 2021, compared to HK$74.4 million in 2020[84]. - Revenue from single-sided PCB products was HK$66.3 million, representing a growth of 11.5% from HK$59.4 million in 2020[78]. - Revenue from double-sided PCB products increased by 59.6% to HK$229.5 million, up from HK$143.8 million in 2020[78]. - Revenue from multi-layer PCB products surged by 103.1% to HK$69.8 million, compared to HK$34.4 million in 2020[78]. - The group reported a loss of approximately HKD 6,649,000 for the fiscal year ending December 31, 2021[46]. - Current liabilities exceeded current assets by approximately HKD 232,129,000 as of December 31, 2021[46]. - The group has bank borrowings of HKD 156,310,000 classified as current liabilities, despite repayment dates being over 12 months after the reporting period[47]. - The company expects to have sufficient working capital to meet current operational needs and reasonably anticipates continued operations on a going concern basis[47]. Corporate Governance - The company has adopted various self-regulatory policies and procedures to ensure transparency and accountability in its operations[14]. - The board consists of 11 members, including 5 executive directors, 2 non-executive directors, and 4 independent non-executive directors, reflecting the necessary skills and experience for effective leadership[16]. - The company has a diversity policy for board members to enhance efficiency and governance, considering factors such as gender, age, and professional experience[18]. - The company has complied with the corporate governance code since the appointment of its CEO and chairman in 2020[27]. - The company emphasizes the importance of independent judgment from non-executive and independent directors in board meetings[32]. - The board is responsible for providing sufficient information to its members to make informed decisions[34]. - The company has a clear policy for evaluating the performance of directors and senior management, which is linked to their remuneration[38]. - The company ensures that directors receive ongoing training and updates on regulatory developments to fulfill their responsibilities[29]. - The company has arranged appropriate liability insurance for its directors, which is reviewed annually[33]. - The company held 7 board meetings during the year, with attendance rates for executive directors ranging from 6/7 to 7/7[19]. - The company conducted its annual general meeting on June 30, 2021, with all directors present at a 100% attendance rate[22]. - The remuneration committee held 2 meetings during the year, with all members attending both meetings[38]. - The Nomination Committee held 2 meetings during the year, with all members attending both[41]. - The Compliance Committee convened 1 meeting during the year, with full attendance from all members[43]. - The Audit Committee reviewed the audited financial statements for the year ending December 31, 2021, confirming compliance with applicable accounting standards and regulations[51]. - The audit committee held 2 meetings during the year to discuss financial reports and compliance procedures[52]. - The audit committee reviewed the full-year performance for the fiscal year ending December 31, 2021[55]. Operational Strategy - The company implemented cost-saving measures and strategic pricing policies to attract more sales orders from existing and potential customers[9]. - The board and management team will continue to take measures to improve existing business and explore opportunities to create value for the company and its shareholders[10]. - The company has taken all feasible measures to address future challenges, including cost control and business development initiatives[9]. - The company plans to develop a new production facility adjacent to existing factories, covering a total area of 120,513.22 square meters[82]. - The company aims to focus on high-value-added PCB products, particularly copper-based PCBs for clean environmental applications[83]. - The company has entered into a subscription agreement for 286,000,000 shares at HKD 0.10 per share, raising approximately HKD 28.6 million[116]. - The subscription proceeds will be used for debt repayment and operational expenses, with HKD 24.4 million allocated for debt repayment and HKD 4 million for operational capital[116]. - The group will continue to seek debt and equity financing to improve its working capital and cash flow situation[91]. - The company plans to invest in a new production line in Jiangxi Province, with the implementation timeline dependent on various factors[115]. - The strategic cooperation agreement with Shenzhen Wenyiyi Industrial Co., Ltd. includes a ten-year cooperation period based on a revenue-sharing model[109]. - The proposed investment in Anxun Group aims to acquire at least 51% of its issued share capital, with a potential cost capped at HKD 30.6 million[110]. Environmental, Social, and Governance (ESG) - The company is committed to sustainable development, focusing on high technology, high quality, high value-added, high efficiency, and high returns while minimizing emissions and energy consumption[123]. - The board is responsible for the company's environmental, social, and governance (ESG) strategies and reports, ensuring effective risk management and internal control systems related to ESG[131]. - The company aims to maximize efficiency while minimizing emissions and energy consumption, continuously innovating and addressing social needs[128]. - The report covers the company's ESG policies and measures, with no changes in the reporting scope compared to the previous year[126]. - The company identifies and assesses the importance of ESG issues related to its operations, which will influence corporate strategy[130]. - The company has established an ESG working group to assist the board in developing and implementing ESG strategies and policies[131]. - The company follows a three-step process to manage and report on sustainability issues, ensuring that the most important topics are prioritized[134]. - The company adheres to strict environmental regulations, with no violations reported in emissions, wastewater discharge, or greenhouse gas emissions during the year[149]. - The company has implemented a comprehensive system to ensure that all emissions comply with regulatory standards, focusing on reducing air pollution and waste generation[148]. - The company has established an ISO14001 certified Environmental Management System (EMS) to manage its environmental impact[148]. - The company has prioritized high energy efficiency and low emissions in its operational processes[150]. - The company has established long-term reduction pathways for both greenhouse gas and wastewater emissions as directional targets[159][163]. - The company conducts quarterly assessments of wastewater discharge and monthly monitoring of chemical oxygen demand and total copper levels[153]. - The company has implemented measures to minimize Scope 3 emissions, including avoiding business air travel and utilizing video conferencing[163]. - The company collaborates with authorized contractors for the collection and disposal of hazardous waste, ensuring compliance with relevant regulations[165]. - The company generated a total of 14,515.9 tons of greenhouse gas emissions (Scope 1 and 2), with a carbon density of 25.4 tons of CO2 equivalent per 10,000 square feet[161]. - The company recorded emissions of 0.8 kg of sulfur oxides, 323.5 kg of nitrogen oxides, and 31.1 kg of particulate matter in the fiscal year[151]. - The total wastewater discharge amounted to 415,233.3 cubic meters in the fiscal year[154]. - The company produced 1,095 tons of hazardous waste, resulting in a hazardous waste density of 1.9 tons per 10,000 square feet[167]. - The company has set future targets for reducing emissions and improving environmental performance through ongoing reviews of existing measures[159]. - The company engages with stakeholders through various channels, including shareholder meetings and regular corporate announcements[147]. - The company actively participates in community investment and environmental protection initiatives[147]. Employee Management - The company employs approximately 428 employees as of December 31, 2021, with 288 males and 140 females[190]. - The workforce consists of 425 full-time employees and 3 part-time employees, primarily aged between 31 to 50 years[190]. - The company emphasizes fair and competitive employee compensation, regularly reviewing its salary policies based on market conditions and individual performance[194]. - The company has established a human resources management procedure to regulate recruitment processes and ensure fair promotion and salary adjustment practices[197]. - The company has not reported any violations of applicable labor laws in all operational regions during the year[193]. - The company aims to create a healthy work-life balance culture, providing various leave options and organizing recreational activities[200]. - The company is focused on employee development and occupational health and safety as key areas of concern[140]. - The company promotes a culture of environmental awareness among employees, encouraging the use of public transportation and sustainable practices[183].

Financial Performance - Revenue for the six months ended June 30, 2021, was HKD 240,569,000, a significant increase of 137.5% compared to HKD 101,347,000 for the same period in 2020[6] - Gross profit for the same period was HKD 15,615,000, compared to a gross profit of HKD 295, marking a substantial improvement[6] - The company reported a loss before tax of HKD 13,876,000, which is an improvement from a loss of HKD 31,086,000 in the previous year, indicating a reduction in losses by approximately 55.4%[6] - The total comprehensive loss for the period was HKD 14,954,000, down from HKD 31,890,000 in the prior year, reflecting a decrease of about 53.2%[6] - Basic and diluted loss per share improved to HKD 0.49 from HKD 1.11, representing a reduction in loss per share by approximately 56%[8] - The company reported a net loss of approximately HKD 13,876,000 for the six months ended June 30, 2021, compared to a loss of HKD 31,086,000 for the same period in 2020, indicating an improvement of 55.3%[22] - The company reported a total loss across all segments of HKD 6,916,000 for the six months ended June 30, 2021, compared to HKD 22,559,000 in the same period of 2020, indicating a reduction of 69.4%[27] - The group reported a significant reduction in loss attributable to shareholders, down to approximately HKD 13.3 million from HKD 30.3 million in the previous year[57] Assets and Liabilities - Non-current assets as of June 30, 2021, totaled HKD 174,941,000, a decrease from HKD 183,018,000 at the end of 2020[10] - Current assets increased to HKD 392,176,000 from HKD 342,522,000, showing a growth of approximately 14.5%[10] - Total liabilities increased to HKD 557,047,000 from HKD 506,671,000, indicating a rise of about 9.9%[10] - The company's equity attributable to owners decreased to HKD 49,663,000 from HKD 56,970,000, reflecting a decline of approximately 12.7%[12] - Trade and other receivables amounted to HKD 256,780,000 as of June 30, 2021, compared to HKD 238,073,000 at the end of 2020, indicating a 7.2% increase[35] - The company’s trade receivables, net of expected credit loss provisions, totaled HKD 171,174,000 as of June 30, 2021, up from HKD 142,913,000 at the end of 2020, marking a 19.8% increase[35] - Trade and other payables increased to HKD 157,631,000 from HKD 152,520,000 year-over-year[42] Cash Flow and Financing - The company generated a net cash inflow from operating activities of HKD 15,635,000, down from HKD 37,779,000 in the previous year, reflecting a decrease of 58.6%[19] - The company’s cash and cash equivalents increased to HKD 33,602,000 as of June 30, 2021, compared to HKD 30,115,000 at the end of the same period in 2020, showing a growth of 8.3%[19] - The company is in discussions with bankers to secure necessary financing to meet its operational and financial needs in the near future[22] - The company plans to continue its operational activities with financial support from a shareholder for the next twelve months[24] - The company has not conducted any equity fundraising activities in the first half of 2021 and will continue to seek debt and equity financing to improve its working capital[64] Revenue Breakdown - The revenue from double-sided PCB sales surged to HKD 161,819,000, up from HKD 49,253,000 in the previous year, marking a growth of 228.5%[27] - Single-sided PCB sales decreased by 6.5% to HKD 35,395,000, while double-sided PCB sales surged by 228.5% to HKD 161,819,000[53] - The revenue breakdown by region shows that China contributed HKD 190.4 million, representing a 166.2% increase from HKD 71.5 million in 2020[54] - The LED division confirmed revenue of HKD 25.6 million in the first half of 2021 and continues to explore suitable business opportunities[67] Employee and Operational Costs - Total employee costs increased to HKD 35,152,000 in the first half of 2021, up from HKD 26,826,000 in the same period of 2020, reflecting a 31% rise[30] - The company’s management compensation for the first half of 2021 was HKD 1,440,000, compared to HKD 1,184,000 in the same period of 2020[50] Strategic Initiatives and Future Plans - The company continues to explore new strategies for market expansion and product development, although specific details were not disclosed in the interim report[5] - The company plans to develop a new production facility on a 65,999.7 square meter industrial land in Zhongshan, Guangdong, with a total construction area of 120,513.22 square meters, including two factory and office buildings[71] - The estimated total construction cost for the new facility is RMB 270 million, which will be funded through internal resources, external loans, and equity financing[71] - A strategic cooperation agreement was signed with Shenzhen Wenyiyi Industrial Co., Ltd. to utilize the new space for a shared workspace project, with a ten-year cooperation period based on a revenue-sharing model[73] - The company intends to invest in at least 51% of the issued share capital of Anxun Group Limited, which operates data centers and provides cloud computing and blockchain solutions[74] - A memorandum of understanding was established to potentially acquire up to 45% equity in Chongren County Zhongyuan Electronic Technology Co., Ltd., focusing on integrated circuits and industrial automation equipment[76] - A cooperation agreement was signed with Dayu Industrial (Hong Kong) Co., Ltd. to supply smart mobile communication devices, with expected annual sales in Hong Kong of no less than HKD 300 million in the first year[77] - The company is planning to invest in a new production line at a new factory in the Jiangxi Province, with the timeline dependent on various factors including lease negotiations[78] Corporate Governance and Compliance - The audit committee, consisting of three independent non-executive directors, reviewed the unaudited financial statements for the six months ending June 30, 2021, ensuring compliance with applicable accounting standards and regulations[104] - The company confirmed compliance with the corporate governance code during the reporting period, with no significant deviations noted[101] - The company has adopted the standard code for securities transactions by directors, with all current directors confirming compliance during the reporting period[102] - The company has established key banking relationships with China Construction Bank, Agricultural Bank of China, and China Trust Commercial Bank[106] Shareholder Information - As of June 30, 2021, major shareholders include Intelligent South Network with 216 million shares (7.74%) and Union Insurance with 225.08 million shares (8.07%) of the issued capital[83] - The company has disclosed that no other directors or key executives hold any shares or related interests in the company as of June 30, 2021[84] - A total of 29,089,487 options remain unexercised under the old share option scheme, equivalent to 1.04% of the company's existing issued share capital[87] - The new share option scheme allows for a maximum of 90,225,766 shares to be issued, representing 10% of the issued shares as of August 19, 2016[90] - The total number of unexercised options under the 2019 share option plan is 148,000,000 shares, equivalent to 5.31% of the company's existing issued share capital[92] - The total number of stock options granted during the period was 248,089 thousand shares, with 71,000 thousand shares exercised and 177,089 thousand shares remaining unexercised as of June 30, 2021[94] Miscellaneous - The company expressed gratitude to all management, employees, business partners, and shareholders for their support and contributions[108] - The company is listed under the stock code 00515[107] - The main office is located in Hong Kong, with a registered office in the Cayman Islands[106] - The company’s website is www.csthltd.com[107]

CHINA SILVER TECHNOLOGY HOLDINGS LIMITED (前稱 TC Orient Lighting Holdings Limited 達進東方照明控股有限公司) （股份代號: 515） （於開曼群島註冊成立之有限公司） 年 報 2020 ANNUAL REPORT 2020 CHINA SILVER TECHNOLOGY HOLDINGS LIMITED (formerly known as TC Orient Lighting Holdings Limited 達進東方照明控股有限公司) (Stock Code: 515) (Incorporated in the Cayman Islands with limited liability) CHINA SILVER TECHNOLOGY HOLDINGS LIMITED 中華銀科技控股有限公司 ANNUAL REPORT ���� 年 報 目錄 | 公司資料 | 2 | | --- | --- | | 董事會聲明 | 4 | | 企業管治報告 | 5 | | 董事及高級管理層履歷 | 18 | | 管理層討論及分析 | 20 | ...

Financial Performance - Revenue for the six months ended June 30, 2020, was HKD 101,347,000, a decrease of 22.4% compared to HKD 130,768,000 for the same period in 2019[5] - Gross profit for the same period was HKD 295,000, down 35.5% from HKD 457,000 in 2019[5] - The company reported a loss before tax of HKD 31,086,000, an improvement of 29.0% compared to a loss of HKD 43,668,000 in the previous year[5] - Total comprehensive loss for the period was HKD 31,890,000, compared to HKD 44,751,000 in 2019, reflecting a 28.8% reduction[5] - Basic and diluted loss per share was HKD 1.11, an improvement from HKD 1.61 in the same period last year[7] - The company reported a net loss of approximately HKD 31,090,000 for the six months ended June 30, 2020, compared to a loss of HKD 41,660,000 in the previous period[20] - The total comprehensive expenses for the period amounted to HKD 44,751,000, which includes property revaluation losses[20] - The total loss attributable to shareholders for the six months ended June 30, 2020, was HKD 30,300,000, compared to HKD 41,660,000 in the same period of 2019, indicating a 27.1% reduction in losses[31] Assets and Liabilities - Non-current assets decreased to HKD 161,579,000 from HKD 166,804,000 as of December 31, 2019[9] - Current assets slightly decreased to HKD 351,808,000 from HKD 353,504,000 as of December 31, 2019[10] - Total liabilities increased to HKD 474,102,000 from HKD 448,145,000, indicating a rise in financial obligations[10] - The company's net asset value dropped significantly to HKD 25,620,000 from HKD 57,510,000 at the end of 2019[10] - The company’s current liabilities exceeded its current assets by approximately HKD 122,294,000 as of June 30, 2020[20] - The group's total assets as of June 30, 2020, were approximately HKD 513.4 million, with interest-bearing borrowings of approximately HKD 168.9 million, resulting in a debt-to-asset ratio of 32.9%[59] - The current liabilities net amount was approximately HKD 122.3 million, with a current ratio of approximately 0.74[59] Cash Flow and Financing - Cash and cash equivalents increased by HKD 6,330,000, reaching HKD 30,115,000 as of June 30, 2020, compared to HKD 23,785,000 at the beginning of the period[17] - The net cash outflow from operating activities was HKD 37,779,000, a significant increase from a net outflow of HKD 382,000 in the same period last year[17] - The company is in discussions with bankers to secure necessary financing to meet its operational and financial needs[20] - A shareholder has agreed to provide financial assistance for the next twelve months to support the company's ongoing operations[20] - The company issued new shares, raising HKD 45,304,000 during the reporting period[17] - A subscription agreement was established to issue 543,600,000 shares at HKD 0.10 per share, potentially raising approximately HKD 54.1 million to alleviate net current liabilities[65] Revenue Breakdown - Revenue from single-sided PCBs decreased to HKD 37,874,000, down 14.2% from HKD 44,138,000 in 2019[25] - The revenue from double-sided PCBs fell to HKD 49,253,000, a decline of 30.2% compared to HKD 70,563,000 in 2019[25] - Revenue from Hong Kong decreased by 52.6% to HKD 14.4 million, while revenue from China decreased by 8.1% to HKD 71.5 million[56] - The group reported zero revenue from the LED lighting business during the review period[54] Operational Strategies - The company continues to explore new strategies for market expansion and product development to enhance future performance[4] - The company is exploring strategies to improve its working capital and cash flow situation[20] - The board emphasizes the importance of increasing R&D efforts for product upgrades, particularly focusing on high-value PCB products for clean environmental applications[67] - The company plans to concentrate on credit management and optimizing the collection of trade receivables in its LED division, targeting shorter and more profitable receivable cycles[67] - The company implemented cost control measures to address challenges posed by the pandemic while seeking opportunities for business development and growth[68] Employee and Management Information - The group employed approximately 612 employees as of June 30, 2020, down from 716 employees at the end of 2019[63] - The company reported a short-term benefits compensation for key management personnel of HKD 1,150,000 for the six months ended June 30, 2020, compared to HKD 1,059,000 in the previous year[51] - The group plans to regularly review its compensation policies and provide training courses for employees[63] Corporate Governance - The company confirmed compliance with the corporate governance code during the reporting period, with the exception of the separation of roles between the chairman and CEO, which has since been addressed[92] - The company has adopted the standard code for securities transactions by directors, and all current directors confirmed compliance for the six months ending June 30, 2020[95] - The company’s financial statements for the six months ending June 30, 2020, were reviewed by the audit committee and deemed to comply with applicable accounting standards and regulations[96] - The company has established arrangements for employees to raise concerns regarding financial reporting and internal controls, ensuring independent investigation of such matters[96] Impact of COVID-19 - The COVID-19 pandemic has impacted the company's operations, affecting human resources and the supply chain, with potential adverse effects on business performance that are yet to be quantified[68] - The company is actively monitoring the pandemic's developments and its impact on financial conditions and operational performance[68]

Financial Performance - The company reported a loss of approximately HKD 120,572,000 for the fiscal year ending December 31, 2019, with current liabilities exceeding current assets by about HKD 94,641,000, raising significant doubts about the company's ability to continue as a going concern[33]. - The company’s revenue for the year was approximately HKD 274.5 million, a decrease of 19.4% compared to HKD 340.4 million in the previous year[61]. - The gross profit margin for 2019 was 0.7%, down from 1.3% in 2018, with LED lighting, PCB, and cable trading gross margins at 0%, 0.7%, and 0% respectively[61]. - The company reported a loss attributable to shareholders of approximately HKD 102.9 million, compared to HKD 133.8 million in 2018[61]. - The revenue from the LED lighting business was zero for the year, indicating a complete cessation of income from this segment[55]. - The company anticipates a revenue decline of over 40% in January and February 2020 due to the impact of the COVID-19 pandemic and public health measures[63]. - The company has cumulative losses of HKD 993,975,000 as of December 31, 2019, compared to HKD 885,430,000 in 2018[179]. Corporate Governance - The board of directors emphasizes the importance of corporate governance and has adopted various self-regulatory policies and procedures[13]. - The company has confirmed compliance with the corporate governance code throughout the year, with ongoing monitoring and review processes in place[13]. - The board consists of eight members, including four executive directors and four independent non-executive directors, reflecting the necessary skills and experience for effective leadership[17]. - The independent non-executive directors confirmed their independence as per listing rules, ensuring independent judgment and expertise on the board[18]. - The company is in the process of identifying a suitable candidate to fill the vacant chairman position, demonstrating a commitment to strong governance[16]. - The board has established a training program to enhance directors' knowledge and skills regarding regulatory developments and corporate governance practices[21]. - The nomination committee, composed of independent non-executive directors, reviews the board's structure and composition annually to align with the company's strategic goals[29]. Risk Management and Compliance - The company has implemented new internal control procedures to manage risks and ensure compliance with financial reporting and operational standards[35]. - The board of directors is responsible for the effectiveness of the risk management and internal control systems, which are designed to manage rather than eliminate risks[35]. - The audit committee held two meetings during the year to review financial reports and compliance procedures, with all members present at least once[38]. - The company’s external auditor, KPMG, has provided an independent opinion on the financial statements, confirming compliance with applicable accounting standards and regulations[37]. - The compliance committee did not hold any meetings during the year, indicating a lack of oversight in compliance matters[32]. - The company’s management has accepted all relevant recommendations from the internal audit report and incorporated them into daily operations[36]. Shareholder Engagement - The company has a shareholder communication policy available on its website, allowing shareholders to raise questions and provide feedback at any time[43]. - The company emphasizes effective communication with shareholders during the annual general meeting, with key committee chairs present to address questions[43]. - The company maintains a policy for shareholders to request special meetings if they hold at least 10% of the voting shares[43]. Environmental, Social, and Governance (ESG) Initiatives - The company is committed to sustainable development, focusing on high technology, high quality, high value, high efficiency, and high returns while minimizing emissions and resource consumption[81]. - An Environmental, Social, and Governance (ESG) working group was established to collect relevant data and assess the company's ESG risks and internal control mechanisms[82]. - The company has implemented a robust system to ensure compliance with regulatory standards for air, water, and land emissions, with no violations reported during the fiscal year[103]. - The company is committed to reducing emissions and waste generation, as well as conserving energy and water resources through an ISO 14001 certified Environmental Management System (EMS)[102]. - The company has prioritized stakeholder engagement, involving employees, customers, suppliers, and investors in discussions about business practices and sustainability management[98]. Employee Management and Welfare - The company employed a total of 716 full-time employees, with a gender distribution of 461 males and 255 females[140]. - The employee turnover rate for the reporting year was 73%, which is higher than the previous year due to financial difficulties amid the US-China trade war affecting salary competitiveness[147]. - The company offers competitive compensation and benefits, including medical insurance, mandatory provident fund plans, and stock option plans[143]. - Over 120 hours of safety-related training courses were conducted, enhancing the company's machinery safety management system and employee health and safety awareness[157]. - The company has a zero-tolerance policy towards any form of abuse or sexual harassment in the workplace, ensuring a safe and respectful environment[145]. Product Quality and Innovation - The company has taken measures to improve the quality of its products and attract new sales orders from existing and potential customers[9]. - The quality management system (QMS) has been certified according to ISO 9001 standards, ensuring all business activities adhere to quality processes[165]. - The company has multiple recognized patents in the electronics industry, reflecting its commitment to innovation and responsible business practices[166]. Financial Assistance and Capital Raising - The company plans to secure financial assistance from its shareholder, Intelligent South Network Group Ltd, to support ongoing operations and repay debts due within the next twelve months[34]. - An external capital raising activity is expected to generate net proceeds of approximately HKD 54,100,000 through the issuance of 543,600,000 subscription shares at a price of HKD 0.10 per share[34]. - The company completed a share subscription agreement for 453,039,495 shares at HKD 0.10 per share, raising approximately HKD 45,300,000 in total funds[77]. Legal Matters - The group is involved in ongoing legal proceedings, including a claim for HKD 1,640,000 and another for approximately HKD 12,863,000, but the board believes these will not significantly impact operations or financial status[74][75].

Financial Performance - For the six months ended June 30, 2019, TC Orient Lighting Holdings Limited reported revenue of HKD 130,768,000, a decrease of 30.9% compared to HKD 189,431,000 in the same period of 2018[6] - The gross profit for the same period was HKD 457,000, compared to a gross loss of HKD 4,492,000 in 2018, indicating a significant improvement[6] - The company recorded a loss before tax of HKD 43,668,000, which is a 28.5% improvement from a loss of HKD 61,052,000 in the previous year[6] - The total comprehensive loss for the period was HKD 44,751,000, down from HKD 59,087,000 in 2018, reflecting a 24.4% reduction[6] - Basic and diluted loss per share improved to HKD 1.61 from HKD 2.43 in the same period last year[7] - The company reported a net loss of approximately HKD 43.74 million for the six months ended June 30, 2019, with current liabilities exceeding current assets by about HKD 26.41 million[17] - The total loss attributable to owners of the company for the six months ended June 30, 2019, was HKD 41,660,000, down from HKD 51,387,000 in 2018, indicating a 19.0% reduction in losses[27] - The company incurred financing costs of HKD 8,436,000 for the six months ended June 30, 2019, compared to HKD 14,178,000 in the same period of 2018, reflecting a 40.5% decrease[22] - The company reported a total employee cost of HKD 28,252,000 for the six months ended June 30, 2019, down from HKD 37,195,000 in 2018, a decrease of 24.0%[25] Assets and Liabilities - As of June 30, 2019, total assets amounted to HKD 703,871,000, an increase from HKD 653,532,000 at the end of 2018[8] - The company's total liabilities increased to HKD 566,653,000 from HKD 516,867,000 at the end of 2018, resulting in a net asset value of HKD 137,218,000[9] - Trade and other receivables rose to HKD 432,797,000 from HKD 396,259,000, indicating a 9.2% increase[8] - The interest-bearing borrowings were approximately HKD 177.2 million, down from HKD 200.5 million, resulting in a debt-to-asset ratio of about 25.2%, improved from 30.0%[50] - The current liabilities net amount was approximately HKD 26.4 million, with current assets of about HKD 525.9 million, leading to a current ratio of approximately 0.95, up from 0.92[50] Cash Flow and Financing - Cash outflow from operating activities was HKD 382,000, a significant improvement compared to HKD 9.31 million in the same period last year[15] - The company raised HKD 45.30 million from the issuance of new shares during the financing activities, compared to HKD 20.59 million in the previous year[15] - The net cash and cash equivalents increased by HKD 2.64 million, contrasting with a decrease of HKD 17.66 million in the prior year[15] - The company is in discussions with bankers to secure necessary financing to meet its operational and financial needs in the near future[17] - A shareholder has agreed to provide financial assistance for the company's ongoing operations for a period of twelve months from June 30, 2019[17] - The company reported a total cash and cash equivalents balance of HKD 23.79 million as of June 30, 2019, down from HKD 24.61 million a year earlier[15] Revenue Breakdown - Revenue from single-sided PCB was HKD 44.1 million, a decrease of 5.2% from HKD 46.5 million in 2018[44] - Revenue from double-sided PCB increased by 92.2% to HKD 70.6 million from HKD 24.1 million in 2018[44] - Revenue from multi-layer PCB decreased by 80.7% to HKD 16.1 million from HKD 83.4 million in 2018[44] - Revenue from bridge tower and cable trading was zero, down from HKD 35.4 million in 2018, representing a 100% decrease[44] - Revenue from the Chinese market was HKD 77.8 million, a decrease of 40.5% from HKD 130.7 million in 2018[46] Operational Plans and Management - The company has plans for market expansion and new product development, although specific details were not disclosed in the interim report[5] - The management expressed optimism about future performance, aiming to leverage operational improvements and market opportunities[5] - The board emphasized the importance of increasing R&D efforts for product upgrades, particularly focusing on high-value PCB products for clean environmental applications[56] - The group plans to optimize trade receivables management and focus on shorter-term, profitable projects within the LED division[56] Corporate Governance - The company confirmed compliance with the corporate governance code during the reporting period, with some deviations noted regarding the separation of roles between the chairman and CEO[67] - The management provided monthly updates to the board regarding the company's performance, conditions, and prospects, although management accounts were not circulated monthly[68] - All current directors confirmed compliance with the standard code of conduct for securities trading during the six months ending June 30, 2019[69] - The audit committee, consisting of four independent non-executive directors, reviewed the unaudited financial statements for the six months ending June 30, 2019, ensuring compliance with applicable accounting standards and regulations[70] Share Capital and Dividends - The company did not declare or pay any dividends during the interim period, consistent with the previous year[26] - The issued and paid-up share capital as of June 30, 2019, was HKD 271,824,000, with 2,718,237,000 shares outstanding[35] - Major shareholders include South Network Group Limited, holding 216,000,000 shares, representing 7.95% of the issued share capital[60]

Financial Performance - The company reported a loss of approximately HKD 165,597,000 for the fiscal year ending December 31, 2018[33]. - Total revenue for the year 2018 was HKD 340,415,000, a decrease of 39.2% from HKD 559,443,000 in 2017[58]. - The net loss attributable to shareholders was approximately HKD 133,800,000, compared to HKD 98,500,000 in 2017[62]. - The company's accumulated losses increased to HKD 885,430,000 in 2018 from HKD 687,687,000 in 2017[178]. - The company did not recommend the payment of a final dividend for the years ended December 31, 2018, and December 31, 2017[175]. Corporate Governance - The company has adopted corporate governance standards and confirmed compliance with the Hong Kong Stock Exchange's corporate governance code throughout the year[11]. - The board consists of nine members, including five executive directors and four independent non-executive directors[15]. - The company has implemented a board diversity policy aimed at enhancing board efficiency and corporate governance[16]. - The independent non-executive directors confirmed their independence in accordance with listing rules, ensuring independent judgment in board decisions[16]. - The company is in the process of identifying suitable candidates to fill the vacant chairman and CEO positions[14]. Operational Challenges - The PCB business continued to decline due to a lack of capital for updating equipment and machinery in key operational areas[8]. - The company implemented cost-saving measures and quality improvements to overcome challenges in the PCB sector[8]. - The company is actively seeking new sales orders through strategic pricing policies and aggressive marketing efforts[8]. - The company is in discussions with business partners to explore new projects and opportunities[8]. Environmental, Social, and Governance (ESG) Initiatives - The group has established an Environmental, Social, and Governance (ESG) working group to assess and report on ESG risks and performance[82]. - The group is committed to sustainable development as a core part of its business strategy, believing it is key to future success[81]. - The total greenhouse gas emissions for the reporting period amounted to 19,840.55 tons of CO2 equivalent, with a reduction of approximately 3,266.94 tons compared to 2017[104]. - The company has established an environmental management system certified to ISO 14001:2015, focusing on compliance with environmental laws and regulations[97]. - The company has implemented measures to reduce vehicle exhaust emissions, resulting in nitrogen oxides (NOx) emissions of 431.88 kg, sulfur oxides (SOx) at 1.10 kg, and particulate matter (PM) at 29.66 kg for the reporting period[102]. Board and Management Structure - The company held 10 board meetings during the year, with attendance records indicating full participation from several directors[17]. - The remuneration committee, composed of three independent non-executive directors, held one meeting during the year to review the remuneration policies[27]. - The company provides appropriate liability insurance for directors, reviewed annually to cover risks associated with company affairs[23]. - The company ensures that directors receive ongoing training and updates on regulatory developments to fulfill their responsibilities[19]. - The company has established a compliance committee to oversee regulatory compliance and internal control matters since November 5, 2015[196]. Revenue Breakdown - Single-sided PCB revenue was HKD 102,556,000, accounting for 30.1% of total revenue, down 4.5% from HKD 107,433,000 in 2017[58]. - Double-sided PCB revenue increased by 60.8% to HKD 159,371,000, representing 46.8% of total revenue[58]. - Multi-layer PCB revenue dropped by 72.2% to HKD 44,185,000, contributing 13.0% to total revenue[58]. - Revenue from bridge tower and cable trading was HKD 34,303,000, a significant decline of 82.3% from HKD 193,832,000 in 2017[58]. - Revenue from the Chinese market decreased by 46.0% to HKD 230,180,000, representing 67.6% of total revenue[60]. Employee and Labor Practices - The company maintains a 100% labor contract signing rate with employees, ensuring compliance with labor laws and regulations[134]. - The company emphasizes the importance of a diverse workforce to enhance overall competitiveness, implementing structured recruitment and promotion processes[137]. - The company prioritizes employee health and safety, with no recorded incidents leading to severe injuries or fatalities during the reporting period[141]. - The company provides annual health check-ups and various insurance policies to support employee well-being[143]. - The company strictly prohibits the employment of child labor and forced labor in its operations, adhering to relevant laws and regulations[149]. Internal Controls and Compliance - The company has implemented new internal control procedures covering various aspects including investment decisions, risk management, and financial reporting[35]. - The internal audit report has been reviewed and discussed by the audit committee, with management accepting all relevant recommendations[37]. - The compliance committee is responsible for overseeing the group's adherence to relevant laws and regulations[30]. - The company has implemented new internal control procedures to prevent future non-compliance incidents, including hiring a full-time compliance officer and internal auditor[196]. - The company’s board is now aware of the correct thresholds for related party transactions under listing rules, ensuring compliance moving forward[194].