Financial Performance - The loss attributable to owners of the Company for the period from January 1, 2021, to June 30, 2021, was approximately HK$1,336,000, compared to a loss of approximately HK$2,495,000 for the same period in 2020[7]. - Revenue for the six months ended June 30, 2021, was HK$16,859,000, an increase of 34.5% compared to HK$12,506,000 for the same period in 2020[63]. - Gross profit for the same period was HK$1,027,000, representing a 6.3% increase from HK$966,000 in 2020[63]. - Profit from operations increased to HK$4,477,000, up 16% from HK$3,860,000 in the previous year[63]. - Loss before taxation improved to HK$1,297,000, a reduction of 46.6% compared to HK$2,429,000 in 2020[63]. - Total comprehensive income for the period was HK$7,999,000, compared to a loss of HK$19,993,000 in the prior year, indicating a significant recovery[65]. - The net translation differences on foreign operations contributed HK$7,744,000 to other comprehensive income, a notable improvement from a loss of HK$11,878,000 in 2020[65]. - The company reported a loss of HK$1,297,000, an improvement from a loss of HK$2,429,000 in the same period of 2020[65]. - The total comprehensive loss for the period was HK$18,789,000, compared to a loss of HK$19,993,000 in the previous year[74]. Property Sales and Development - As of June 30, 2021, 39,241.48 square meters of the gross floor area of the commercial building have been sold, and approximately 20,100 square meters of the gross floor area of the service apartment have been sold[9]. - The total gross floor area of the Jiangning Project is approximately 74,642.00 square meters, including a basement of approximately 14,518.00 square meters and land use rights of approximately 20,050.90 square meters[7]. - The Company is focused on property development and investment, particularly in the Jiangning Development Zone, Nanjing, Jiangsu Province, PRC[7]. - The Group anticipates greater development potential for its properties in Tianjin due to the rapid growth of the logistics and commercial sectors[14]. - The acquisition of the property by Tianjin Jun Hua Logistics is believed to have appreciation potential in value, enhancing the Group's investment portfolio[11]. Financial Position - The Group's equity attributable to owners was approximately HK$490,713,000, reflecting an increase of about 1.6% from HK$483,087,000 at the end of the previous year[16]. - The underlying current ratio was approximately 1.71 as of June 30, 2021, compared to 1.72 on December 31, 2020[16]. - The underlying gearing ratio was approximately 23% as of June 30, 2021, down from 24% at the end of the previous year[16]. - The net current assets were approximately HK$159,497,000 as of June 30, 2021, compared to HK$153,450,000 on December 31, 2020[16]. - The Group's total assets less current liabilities increased to HK$493,736,000 as of June 30, 2021, up from HK$485,912,000 at the end of 2020[67]. - Current assets amounted to HK$385,211,000, reflecting an increase from HK$365,585,000 at the end of 2020[67]. - The Group's total equity as of June 30, 2021, was HK$780,118,000, a slight decrease from HK$800,111,000 at the beginning of the year[74]. Cash Flow and Liquidity - The Group's cash and bank balances decreased to approximately HK$2,982,000 as of June 30, 2021, from HK$18,491,000 at the end of the previous year[16]. - For the six months ended June 30, 2021, the net cash used in operating activities was HK$15,847,000, a significant decrease compared to HK$168,414,000 generated in the same period of 2020[75]. - Cash and cash equivalents at June 30, 2021, were HK$2,982,000, a decrease from HK$159,848,000 at the same date in 2020[75]. - The Group reported a net cash generated from investing activities of HK$3,000 for the six months ended June 30, 2021, compared to HK$98,000 in 2020[75]. Shareholder Information - As of June 30, 2021, Mr. Ye De Chao holds 1,189,290,512 shares, representing 27.85% of the company's issued share capital[29]. - Central Huijin Investment Ltd. and China Construction Bank Corporation both have interests in 1,189,290,512 shares, also accounting for 27.85% of the issued share capital[37][39]. - Expert Ever Limited, owned by Zhang Xiaojun, holds 383,956,000 shares, which is 8.99% of the company's issued share capital[43]. - The total number of issued and fully paid ordinary shares remained unchanged at 4,269,910, with a nominal value of HK$213,496,000 as of June 30, 2021[119]. Operational Highlights - The Group is actively seeking investment opportunities in the PRC to expand its development portfolio and diversify income streams[14]. - The company has not disclosed any new product or technology developments in the interim report[34]. - There are no reported mergers or acquisitions in the interim report[34]. - The company continues to monitor market conditions for potential expansion opportunities[34]. - The report does not provide specific future performance guidance or outlook[34]. Expenses and Costs - General and administrative expenses increased to HK$13,453,000 from HK$8,851,000, reflecting a rise of 52.5%[63]. - Total borrowing costs decreased to HK$5,774,000 from HK$6,289,000, reflecting an 8.2% reduction[84]. - Cost of inventories sold rose to HK$15,653,000 from HK$11,370,000, indicating a 37.5% increase[87]. - The depreciation of right-of-use assets was HK$202,000, slightly up from HK$198,000 in the previous year[87]. Risks and Compliance - The Group had no material foreign exchange exposure risks during the period[19]. - The Group's PRC subsidiaries are subject to a corporate income tax rate of 25%[89]. - The Group did not provide for Hong Kong Profits Tax as there were no estimated assessable profits arising in Hong Kong during the period[89].

[Corporate Information](index=3&type=section&id=Corporate%20Information) This chapter details the company's core management, board committees, auditors, and key corporate information, noting Mr. Xu Xiaojun serves as Chairman and CEO - The company's Board of Directors comprises three executive directors and three independent non-executive directors. Mr. Xu Xiaojun serves as Chairman and Chief Executive Officer[5](index=5&type=chunk) - The company has established an Audit Committee, Remuneration Committee, Nomination Committee, and Corporate Governance Committee, with their respective chairmen and members listed[5](index=5&type=chunk) - The company's auditor is HLB Hodgson Impey Cheng Limited[7](index=7&type=chunk) [Chairman's Statement](index=5&type=section&id=Chairman's%20Statement) Despite significant revenue growth to **HKD 127 million** in 2020, the company's loss attributable to owners expanded to **HKD 279 million**, primarily due to asset impairments and associate losses, with future focus on seeking new investment opportunities in China 2020 Annual Performance Summary | Metric | 2020 (HKD) | 2019 (HKD) | | :--- | :--- | :--- | | **Revenue** | 127,414,000 | 56,935,000 | | **Loss Attributable to Owners of the Company** | 278,857,000 | 28,909,000 | - The loss in 2020 significantly increased, primarily due to: - Fair value loss on investment properties of approximately **HKD 77.89 million** - Impairment loss recognized on property, plant and equipment of approximately **HKD 87.94 million** - Impairment loss recognized on financial assets of approximately **HKD 40.72 million** - Share of loss from associates of approximately **HKD 145 million**[10](index=10&type=chunk) - The Group's principal assets include the comprehensive development project in Jiangning, Nanjing (Jiangning Project), warehouse properties of Tianjin Junhua Logistics, and industrial land and buildings under construction of Tianjin Huiliyuan, all expected to provide stable income or possess development potential[12](index=12&type=chunk)[17](index=17&type=chunk) - Future Outlook: Management will continue to seek investment projects with development potential and ideal returns in the Chinese market to expand the Group's investment portfolio[19](index=19&type=chunk)[20](index=20&type=chunk) [Management Discussion and Analysis](index=8&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review and Outlook](index=8&type=section&id=Business%20Review%20and%20Outlook) This section reviews the Group's property development and investment projects in China, highlighting the Jiangning project's **12%** annual return commitment and Tianjin properties' rental income potential, with a continued focus on seeking new opportunities - The Nanjing Jiangning project investment secured an annual return commitment of not less than **12%** of the consideration. On May 15, 2020, the guarantor paid the profit guarantee shortfall of **HKD 36 million** for 2019[22](index=22&type=chunk) - The Group's investments in Tianjin include Tianjin Junhua Logistics (engaged in property leasing and warehousing) and Tianjin Huiliyuan (engaged in property leasing and development), which directors believe are located in prime areas with development potential and stable rental income prospects[26](index=26&type=chunk)[27](index=27&type=chunk) - The Group will continue to seek projects with development potential and ideal returns in the Chinese market to expand its investment portfolio[33](index=33&type=chunk)[34](index=34&type=chunk) [Financial Review](index=10&type=section&id=Financial%20Review) This fiscal year saw revenue grow to **HKD 127 million**, but loss attributable to owners expanded to **HKD 279 million**, with the current ratio decreasing and gearing ratio increasing, alongside a **HKD 95.35 million** contingent liability 2020 Annual Financial Performance | Metric | 2020 (HKD) | 2019 (HKD) | | :--- | :--- | :--- | | **Revenue** | 127,414,000 | 56,935,000 | | **Loss Attributable to Owners of the Company** | 278,857,000 | 28,909,000 | Liquidity and Financial Resources (As at December 31, 2020) | Metric | 2020 | 2019 | | :--- | :--- | :--- | | **Current Ratio** | 1.72 | 1.87 | | **Gearing Ratio** | 24% | 16% | | **Equity Attributable to Owners of the Company** | 483,087,000 HKD | 732,376,000 HKD | | **Net Current Assets** | 153,450,000 HKD | 192,475,000 HKD | | **Cash and Bank Balances** | 18,491,000 HKD | 2,024,000 HKD | - The Group has a contingent liability: certain properties of a subsidiary are pledged as collateral for a loan of approximately **HKD 95.35 million** from a China trust company to an independent third party. As at the end of 2020, the carrying value of the pledged properties was approximately **HKD 111 million**[38](index=38&type=chunk) - The Board resolved not to recommend the payment of any final dividend for the year ended December 31, 2020[44](index=44&type=chunk) [Human Resources](index=10&type=section&id=Human%20Resources) As of December 31, 2020, the Group employed approximately **29** staff in Hong Kong and China, with remuneration policies designed to retain talent based on performance and industry standards - As at December 31, 2020, the Group had approximately **29** employees[35](index=35&type=chunk) [Corporate Governance Report](index=13&type=section&id=Corporate%20Governance%20Report) [Corporate Governance Practices](index=13&type=section&id=Corporate%20Governance%20Practices) The company largely complied with the Corporate Governance Code, with deviations noted for the combined Chairman and CEO role and non-executive directors' lack of specific terms, though subject to triennial rotation - The company deviated from Corporate Governance Code provision A.2.1, where the roles of Chairman and Chief Executive Officer are held by the same person, Mr. Xu Xiaojun. The Board believes this helps ensure leadership consistency and strategic planning efficiency[49](index=49&type=chunk)[63](index=63&type=chunk) - The company deviated from Corporate Governance Code provision A.4.1, where non-executive directors do not have specific terms of office, but all directors are subject to retirement by rotation at least once every three years at the annual general meeting[49](index=49&type=chunk) [Board of Directors](index=14&type=section&id=Board%20of%20Directors) The Board, comprising three executive and three independent non-executive directors, possesses essential skills and experience, held **6** meetings with full attendance, and provided continuous professional development training 2020 Board Meeting Attendance Record | Director Name | Position | Meetings Attended/Total Meetings | Attendance Rate | | :--- | :--- | :--- | :--- | | Xu Xiaojun | Chairman and Chief Executive Officer | 6/6 | 100% | | Ye Dechao | Executive Director | 6/6 | 100% | | Ji Xudong | Executive Director | 6/6 | 100% | | He Jingeng | Independent Non-executive Director | 6/6 | 100% | | Yu Honggao | Independent Non-executive Director | 6/6 | 100% | | Chen Yang | Independent Non-executive Director | 6/6 | 100% | - All directors participated in continuous professional development courses during 2020, including attending seminars or reading relevant professional materials[60](index=60&type=chunk)[62](index=62&type=chunk)[63](index=63&type=chunk) [Board Committees](index=18&type=section&id=Board%20Committees) The Board has established Remuneration, Nomination, Audit, and Corporate Governance Committees, predominantly composed of independent non-executive directors, with all committees holding meetings and achieving full attendance during the year - The Remuneration Committee comprises three independent non-executive directors and one executive director, chaired by independent non-executive director Mr. Yu Honggao. The committee held one meeting during the year to review the remuneration of directors and senior management[67](index=67&type=chunk)[70](index=70&type=chunk)[73](index=73&type=chunk) - The Nomination Committee comprises three independent non-executive directors and one executive director, chaired by executive director Mr. Xu Xiaojun. The committee held one meeting during the year, completing reviews of Board structure, recommendations for re-election of directors, and assessment of independent non-executive directors' independence[74](index=74&type=chunk)[75](index=75&type=chunk)[82](index=82&type=chunk) - The Audit Committee comprises three independent non-executive directors, chaired by Mr. He Jingeng. The committee held six meetings during the year, reviewing the Group's financial reports, accounting principles, and internal control matters[85](index=85&type=chunk)[86](index=86&type=chunk)[87](index=87&type=chunk) - The Corporate Governance Committee comprises three independent non-executive directors and one executive director, chaired by executive director Mr. Xu Xiaojun. The committee held one meeting during the year to review the company's corporate governance policies and compliance[91](index=91&type=chunk)[92](index=92&type=chunk)[93](index=93&type=chunk) [Risk Management and Internal Control](index=24&type=section&id=Risk%20Management%20and%20Internal%20Control) The Board is fully responsible for the Group's risk management and internal control systems, which management designs and implements, and external audits in 2020 found no material defects, deeming them reasonably effective - The Board is fully responsible for evaluating and determining risks, and ensuring the establishment and maintenance of effective risk management and internal control systems[100](index=100&type=chunk) - The Group has established risk management procedures, with management strategies including risk retention, avoidance, sharing, and transfer[103](index=103&type=chunk) - In fiscal year 2020, the Group engaged external consultants to perform internal audit functions, finding no material system defects. The Board considers the current system to be reasonably effective[107](index=107&type=chunk) [Shareholders' Rights & Investor Relations](index=26&type=section&id=Shareholders'%20Rights%20%26%20Investor%20Relations) The report outlines procedures for shareholders to convene extraordinary general meetings and contact the Board, emphasizing the company's commitment to transparent communication via financial reports, website, and general meetings, with all directors attending the annual general meeting - Shareholders holding not less than **10%** of the paid-up share capital may request in writing to convene an extraordinary general meeting[107](index=107&type=chunk) - The company communicates with shareholders and investors through interim and annual reports, the company website, and general meetings[110](index=110&type=chunk) [Environmental, Social and Governance Report](index=29&type=section&id=Environmental%2C%20Social%20and%20Governance%20Report) [Environmental](index=30&type=section&id=Environmental) The Group is committed to reducing its environmental impact, disclosing greenhouse gas emissions primarily from electricity and travel, implementing waste management, and promoting energy and water conservation, with limited significant environmental impact due to business nature 2020 Greenhouse Gas Emissions | Scope | Emissions (kg) | | :--- | :--- | | **Scope 2 (Indirect Emissions)** | 51,198 | | **Scope 3 (Other Indirect Emissions)** | 1,747 | 2020 Resource Consumption | Resource | Consumption | Intensity (per HKD million revenue) | | :--- | :--- | :--- | | **Electricity** | 63,322 kWh | 497 | | **Water** | 1,366 tonnes | 11 | - The Group has formulated a waste management plan, including recycling paper, printer cartridges, and batteries, and encouraging employees to reduce paper consumption[128](index=128&type=chunk) [Social](index=33&type=section&id=Social) The Group prioritizes social responsibility through competitive employee benefits and training, adhering to labor laws, prohibiting child and forced labor, ensuring a safe work environment, and reporting zero work-related injuries or fatalities in 2020 and 2019 - The Group complies with labor laws in China and Hong Kong, covering aspects such as remuneration, recruitment, working hours, and anti-discrimination, and is committed to enhancing employee diversity[138](index=138&type=chunk) Occupational Health and Safety Statistics | Metric | 2020 | 2019 | | :--- | :--- | :--- | | **Lost Days Due to Work Injury** | Zero | Zero | | **Work-Related Fatalities** | Zero | Zero | | **Number of Work Injuries** | Zero | Zero | - The Group strictly prohibits the employment of child and forced labor and has stringent recruitment procedures. No labor disputes occurred during the year[154](index=154&type=chunk) - The Group adheres to high standards of business integrity, with anti-corruption and anti-money laundering policies in place, complying with relevant laws and regulations. No related violations occurred during the year[158](index=158&type=chunk) [Directors and Senior Management](index=37&type=section&id=Directors%20and%20Senior%20Management) This chapter provides detailed biographies of executive and independent non-executive directors, outlining their experience and tenure, noting executive directors' performance-linked remuneration and independent non-executive directors' fixed fees - Executive directors include Chairman and Chief Executive Officer Mr. Xu Xiaojun, Mr. Ye Dechao, and Mr. Ji Xudong, who possess extensive experience in real estate development, corporate management, and international trade[161](index=161&type=chunk)[162](index=162&type=chunk)[166](index=166&type=chunk) - Independent non-executive directors include Mr. He Jingeng, Mr. Yu Honggao, and Ms. Chen Yang, who have professional backgrounds in financial accounting, asset management, and the securities industry, respectively[173](index=173&type=chunk)[175](index=175&type=chunk) - Executive directors are not entitled to director's fees but may receive discretionary bonuses based on contributions and company performance. In 2020, each of the three independent non-executive directors received **HKD 120,000** in director's fees[168](index=168&type=chunk)[177](index=177&type=chunk) [Directors' Report](index=41&type=section&id=Directors'%20Report) The Directors' Report outlines the company's property investment and natural gas businesses, highlighting key risks, customer concentration (largest customer **35%**, top five **98%** of revenue), director and major shareholder holdings, and a significant connected transaction related to Taihe Investment's return commitment - The company's principal business is investment holding, with an investment portfolio including (i) property investment; and (ii) natural gas business[183](index=183&type=chunk) - During the year, the largest customer accounted for approximately **35%** of total revenue, and the top five customers accounted for approximately **98%**. The largest supplier accounted for approximately **31%** of total cost of sales, and the top five suppliers accounted for **100%**[185](index=185&type=chunk) Directors' Shareholdings (As at December 31, 2020) | Director Name | Number of Shares Held | Percentage of Issued Share Capital (%) | | :--- | :--- | :--- | | Mr. Ye Dechao | 1,189,290,512 (Corporate Interest) | 27.85 | | Mr. Ji Xudong | 6,000 (Personal Interest) | 0.00014 | - Connected Transaction: Executive Director Mr. Ye Dechao, as one of the guarantors, committed to providing the Group with an annual return of not less than **HKD 36 million** for the Taihe Investment project. The compensation for 2019 was paid in May 2020. The **HKD 36 million** compensation for 2020 is due on or before May 15, 2021[210](index=210&type=chunk)[216](index=216&type=chunk) [Independent Auditors' Report](index=52&type=section&id=Independent%20Auditors'%20Report) Independent auditor HLB Hodgson Impey Cheng Limited issued an unmodified opinion on the 2020 consolidated financial statements but highlighted a material uncertainty regarding going concern due to significant losses and overdue borrowings, with key audit matters including asset valuations and recoverability of interests - Audit Opinion: The auditor believes the consolidated financial statements present fairly the Group's financial position and have been properly prepared[223](index=223&type=chunk)[225](index=225&type=chunk) - Material Uncertainty Related to Going Concern: The report draws attention to the Group's net loss of approximately **HKD 348 million** and overdue interest-bearing borrowings of approximately **HKD 115 million**, while cash balances are only approximately **HKD 18.49 million**, indicating a material uncertainty that may cast significant doubt on the Group's ability to continue as a going concern[229](index=229&type=chunk)[231](index=231&type=chunk) - Key audit matters include: - Valuation of investment properties - Impairment assessment of construction in progress under property, plant and equipment - Recoverability of the carrying amount of interests in associates[234](index=234&type=chunk)[237](index=237&type=chunk)[239](index=239&type=chunk) [Consolidated Financial Statements](index=61&type=section&id=Consolidated%20Financial%20Statements) [Consolidated Statement of Profit or Loss](index=61&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss) In 2020, Group revenue significantly increased to **HKD 127 million**, but the annual loss expanded to **HKD 348 million** (with **HKD 279 million** attributable to owners) due to fair value losses, asset impairments, and associate losses Consolidated Statement of Profit or Loss Summary (For the year ended December 31) | Item (HKD thousands) | 2020 | 2019 | | :--- | :--- | :--- | | Revenue | 127,414 | 56,935 | | Gross Profit | 2,831 | 1,905 | | Operating Loss | (343,677) | (7,226) | | Loss Before Tax | (355,914) | (30,640) | | **Loss for the Year** | **(348,497)** | **(30,074)** | | Loss Attributable to Owners of the Company | (278,857) | (28,909) | | Loss Attributable to Non-controlling Interests | (69,640) | (1,165) | | **Basic Loss Per Share** | **(6.53) cents** | **(0.68) cents** | [Consolidated Statement of Financial Position](index=63&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of December 31, 2020, total assets significantly decreased to **HKD 698 million** from **HKD 1.029 billion**, with net assets falling to **HKD 486 million** from **HKD 800 million**, primarily due to reduced non-current assets Consolidated Statement of Financial Position Summary (As at December 31) | Item (HKD thousands) | 2020 | 2019 | | :--- | :--- | :--- | | **Non-current Assets** | 332,462 | 615,628 | | **Current Assets** | 365,585 | 413,789 | | **Total Assets** | **698,047** | **1,029,417** | | **Current Liabilities** | (212,135) | (221,314) | | **Non-current Liabilities** | (296) | (7,992) | | **Total Liabilities** | **(212,431)** | **(229,306)** | | **Net Assets** | **485,616** | **800,111** | | Equity Attributable to Owners of the Company | 483,087 | 732,376 | | Non-controlling Interests | 2,529 | 67,735 | [Consolidated Statement of Cash Flows](index=67&type=section&id=Consolidated%20Statement%20of%20Cash%20Flows) In 2020, the Group generated **HKD 27.79 million** net cash from operations, a significant improvement from the prior year's outflow, with net cash and cash equivalents increasing by **HKD 11.77 million** to an ending balance of **HKD 18.49 million** Consolidated Statement of Cash Flows Summary (For the year ended December 31) | Item (HKD thousands) | 2020 | 2019 | | :--- | :--- | :--- | | **Net Cash Generated From/(Used In) Operating Activities** | 27,788 | (303,932) | | **Net Cash Generated From/(Used In) Investing Activities** | 307 | (133,846) | | **Net Cash Used In Financing Activities** | (16,322) | (107,391) | | **Net Increase/(Decrease) in Cash and Cash Equivalents** | 11,773 | (545,169) | | **Cash and Cash Equivalents at Beginning of Year** | 2,024 | 553,114 | | **Cash and Cash Equivalents at End of Year** | 18,491 | 2,024 | [Notes to the Consolidated Financial Statements](index=69&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) The notes provide detailed explanations and supplementary information, covering material uncertainty regarding going concern, segment performance, asset impairment details, interests in associates, financial instrument risk management, and related party transactions - Material Uncertainty Related to Going Concern: Note 2(c) indicates that due to the Group's significant losses and overdue borrowings, there is a material uncertainty regarding its ability to continue as a going concern. Management has taken measures such as cost control, seeking shareholder support, and negotiating with lenders to address this[306](index=306&type=chunk)[309](index=309&type=chunk) 2020 Segment Results (HKD thousands) | Segment | Revenue | Operating Loss | | :--- | :--- | :--- | | **Property Investment** | 2,317 | (165,795) | | **Natural Gas** | 125,097 | (58,871) | | **Investment Holding** | — | (116,625) | | **Unallocated** | — | (14,623) | | **Total** | **127,414** | **(355,914)** (Before Tax) | - As at December 31, 2020, the Group recognized an impairment loss of approximately **HKD 87.94 million** on property, plant and equipment, primarily related to construction in progress[763](index=763&type=chunk) - As at December 31, 2020, the Group's interest-bearing borrowings amounted to **HKD 115 million**, all of which were secured and overdue. The Group has negotiated with lenders, who have agreed not to demand immediate repayment for the time being[878](index=878&type=chunk) [Five Years Financial Summary](index=167&type=section&id=Five%20Years%20Financial%20Summary) This summary presents the Group's key financial data over five years, showing continuous turnover growth since 2016 but consecutive losses, with **2020** having the largest loss, and declining total and net assets Five-Year Financial Summary (HKD thousands) | Year | 2020 | 2019 | 2018 | 2017 | 2016 | | :--- | :--- | :--- | :--- | :--- | :--- | | **Turnover** | 127,414 | 56,935 | 56,182 | 26,144 | 15,691 | | **Loss Attributable to Owners** | (278,857) | (28,909) | (20,088) | (44,700) | (5,507) | | **Total Assets** | 698,047 | 1,029,417 | 1,143,536 | 1,243,833 | 1,407,610 | | **Total Liabilities** | (212,431) | (229,306) | (291,898) | (320,014) | (601,888) | | **Net Assets** | 485,616 | 800,111 | 851,638 | 923,819 | 805,722 | [Group Properties](index=168&type=section&id=Group%20Properties) This chapter lists the Group's principal property portfolio as of December 31, 2020, including investment properties and properties under development in Tianjin, and properties held for sale in Nanjing, with varying Group interests Group Property Portfolio (As at December 31, 2020) | Category | Location | Intended Use | Gross Floor Area (approx. sq. meters) | Group Interest (%) | | :--- | :--- | :--- | :--- | :--- | | **Investment Properties** | Tianjin Economic-Technological Development Area | Industrial properties for leasing | 11,512.07 | 51 | | **Properties Under Development** | Tianjin Economic-Technological Development Area | Industrial properties for leasing | 29,012.72 | 60 | | **Properties Held for Sale** | Jiangning District, Nanjing | Residential/Commercial properties | 116.67 | 40 | | **Properties Held for Sale** | Jiangning District, Nanjing | Residential/Commercial properties | 1,710.89 | 40 |

Financial Performance - For the six months ended June 30, 2020, the company reported a loss attributable to owners of approximately HKD 2,495,000, compared to a loss of approximately HKD 1,695,000 for the same period in 2019[10]. - Revenue for the six months ended June 30, 2020, was HKD 12,506 thousand, a decrease of 50.7% compared to HKD 25,372 thousand in 2019[44]. - Gross profit for the same period was HKD 966 thousand, slightly up from HKD 930 thousand in 2019, indicating a gross margin improvement[44]. - Operating profit decreased to HKD 3,860 thousand from HKD 10,160 thousand, reflecting a decline of 62.0% year-over-year[44]. - The company reported a loss before tax of HKD 2,429 thousand, compared to a loss of HKD 1,540 thousand in the previous year, representing a 57.8% increase in losses[44]. - Total comprehensive loss for the period was HKD 19,993 thousand, significantly higher than HKD 4,100 thousand in 2019, marking an increase of 387.5%[46]. - Basic and diluted loss per share for the period was HKD 0.06, compared to HKD 0.04 in the same period last year[44]. - The company reported a cumulative loss of HKD 163,332,000 as of June 30, 2020, compared to HKD 133,623,000 as of June 30, 2019, indicating an increase in cumulative losses[53]. Assets and Liabilities - The net asset value was approximately HKD 190,415,000, a decrease of about 1.1% from HKD 192,475,000 at the end of 2019[5]. - Cash and bank balances amounted to approximately HKD 159,848,000, significantly up from HKD 2,024,000 at the end of 2019[5]. - The total liabilities secured by properties, plants, and equipment were approximately HKD 117,675,000 as of June 30, 2020, down from HKD 119,962,000 at the end of 2019[24]. - The company's net assets as of June 30, 2020, were HKD 780,118 thousand, down from HKD 800,111 thousand at the end of 2019[50]. - The company's total assets decreased from HKD 851,638,000 as of June 30, 2019, to HKD 800,111,000 as of June 30, 2020, reflecting a decline of approximately 6.0%[53]. - The foreign exchange reserve as of June 30, 2020, was a negative HKD 92,767,000, compared to a negative HKD 58,725,000 as of June 30, 2019, indicating increased foreign exchange losses[57]. Cash Flow - The net cash generated from operating activities for the six months ended June 30, 2020, was HKD 168,414,000, compared to a net cash outflow of HKD 17,229,000 for the same period in 2019[57]. - The cash and cash equivalents as of June 30, 2020, were HKD 159,848,000, down from HKD 523,234,000 as of June 30, 2019, representing a decrease of approximately 69.5%[57]. - The net cash used in financing activities for the six months ended June 30, 2020, was HKD 184,000, compared to HKD 11,700,000 for the same period in 2019, showing a reduction in cash outflow[57]. - The company’s investment activities generated a net cash inflow of HKD 98,000 for the six months ended June 30, 2020, a decrease from HKD 833,000 in the same period of 2019[57]. Shareholder Information - Major shareholders included Central Huijin Investment Ltd. and China Construction Bank Corporation, each holding 27.85% of the issued share capital[33]. - The total issued and paid-up ordinary shares remained at 4,269,910, with a par value of HKD 0.05 as of both June 30, 2020, and December 31, 2019[94]. - The company did not recommend any interim dividend for the six months ended June 30, 2020[83]. Employee and Management - The group has approximately 26 employees in Hong Kong and China as of June 30, 2020, with compensation determined based on employee performance and industry standards[17]. - The total compensation for key management personnel during the period was HKD 448,000, consistent with the same period in 2019[96]. - The company incurred total employee costs of HKD 1,790,000, an increase from HKD 1,442,000 in the previous year[71]. Corporate Governance - The company maintained compliance with the corporate governance code, with the roles of Chairman and CEO held by the same individual to ensure consistent leadership[37]. - The audit committee, composed of three independent non-executive directors, reviewed the financial reporting process and internal controls[41]. - The company has adopted the standard code for securities transactions by directors and confirmed compliance during the reporting period[38]. Business Operations - The company aims to seek investment opportunities in China to expand its future project portfolio and diversify income streams, despite challenges posed by COVID-19[16]. - The total construction area of the Jiangning project is approximately 74,642.00 square meters, which includes about 14,518.00 square meters of basement and approximately 20,050.90 square meters of land use rights[11]. - As of June 30, 2020, approximately 1,600 square meters of commercial building area had been sold and approximately 19,600 square meters had been leased, while about 20,100 square meters of serviced apartment area had been sold[11]. - Segment revenue from property investment was HKD 1,054,000, while revenue from the natural gas segment was HKD 11,452,000[79]. - Revenue from sales of construction materials was HKD 11,452,000, down 53.2% from HKD 24,446,000 year-on-year[68]. - Property management fee income increased to HKD 437,000, up 20.4% from HKD 363,000 in the previous year[68]. - Other income, including interest from bank deposits and compensation income, totaled HKD 18,098,000, a decrease of 4.0% from HKD 18,833,000 in 2019[69]. Risk Management - The company had no significant foreign exchange risk during the period[25]. - The company’s cash and bank balances include approximately HKD 156,063,000 in RMB, highlighting the company's exposure to non-convertible currency risks[89]. - The aging analysis of trade payables indicated that as of June 30, 2020, there were HKD 25,235,000 overdue by more than 90 days, compared to HKD 29,877,000 as of December 31, 2019, showing a reduction of approximately 15%[91]. Other Information - The company reported no significant events after June 30, 2020, indicating stability in operations[97]. - The company has not adopted any new share option schemes since the expiration of the previous scheme on July 11, 2018[30].

Financial Performance - The Group's revenue for the year ended December 31, 2019, was approximately HK$56,935,000, an increase from HK$56,182,000 in 2018, representing a growth of 1.34%[12] - The loss attributable to owners of the Company for the year ended December 31, 2019, was approximately HK$28,909,000, compared to a loss of HK$20,088,000 in 2018, indicating an increase in loss of 43.8%[12] - The Group's revenue for the year ended December 31, 2019, was approximately HK$56,935,000, an increase of about 1.3% compared to HK$56,182,000 for the year ended December 31, 2018[41] - The loss attributable to owners of the Company for the year ended December 31, 2019, was approximately HK$28,909,000, compared to a loss of approximately HK$20,088,000 for the year ended December 31, 2018, indicating an increase in loss of about 43.7%[41] Property Development - As of December 31, 2019, approximately 1,600 square meters of the commercial building in the Jiangning Project have been sold, and approximately 19,600 square meters have been rented out[12] - The total gross floor area of the Jiangning Project is approximately 74,642.00 square meters, including a basement of approximately 14,518.00 square meters[12] - The service apartment component of the Jiangning Project has sold approximately 20,100 square meters[24] - The investment in the Jiangning Project is expected to provide an annual return of not less than 12% of the consideration, ensuring stable revenue streams[25] - Tianjin Hui Li Yuan Power Equipment Co. Ltd. is developing two 4-storey buildings with a total gross floor area of 18,333 square meters, with further construction planned for additional buildings[16] - The Group anticipates greater development potential for the land owned by Tianjin Hui Li Yuan due to the fast development of Tianjin's logistics industry[16] - Tianjin Jun Hua Logistics owns a property with a land use area of 11,331.30 square meters, including a one-storey building of 704.16 square meters and a four-storey building of 10,807.91 square meters[31] - Tianjin Jun Hua Logistics Company Limited owns a property with a land use area of 11,331.30 square meters, which is expected to provide steady rental income amid a low interest rate environment[15] - Tianjin Hui Li Yuan has a land area of approximately 29,012.72 square meters, currently used for industrial purposes, with two buildings under construction totaling 18,333 square meters[32] - The company anticipates greater development potential for the land as Tianjin's logistics and commercial sectors grow[34] Financial Position - As of December 31, 2019, the underlying current ratio was approximately 1.87, down from 2.26 in 2018[50] - The underlying gearing ratio as of December 31, 2019, was approximately 16%, a decrease from 27% in 2018[50] - The Group's equity attributable to owners of the Company was approximately HK$732,376,000, representing a decrease of about 6.3% from HK$781,480,000 at the end of the previous year[50] - Net current assets as of December 31, 2019, were approximately HK$192,475,000, down from HK$356,514,000 in 2018[50] - Cash and bank balances as of December 31, 2019, were approximately HK$2,024,000, significantly reduced from HK$553,114,000 in 2018[50] - The Group had no material contingent liabilities other than certain properties of a subsidiary pledged for a loan obligation of approximately HK$89,400,000[50] Corporate Governance - The Company has adopted its own code on corporate governance practices, ensuring compliance with the Corporate Governance Code throughout the financial year[60] - The Board of Directors consists of three executive directors and three independent non-executive directors, with independent directors representing at least one-third of the Board[76] - The Company held a total of 4 board meetings during the financial year, with all directors achieving a 100% attendance rate[73] - Each independent non-executive director has confirmed their independence annually, in compliance with the Listing Rules[77] - The Company has adopted a code of conduct for directors' securities transactions, ensuring compliance with the Model Code throughout the financial year[66] - All directors participated in continuous professional development programs during the year to enhance their knowledge and skills[79] - The Company has established a sound system of internal control and risk management to protect the interests of all shareholders[70] - The Board is collectively responsible for the success of the Company and is accountable for its management and operations[70] - The Company has appointed independent non-executive directors with appropriate professional qualifications and financial expertise as required by the Listing Rules[76] - Sufficient notices and agendas were provided for board meetings to ensure informed decision-making[71] - The Company has engaged external consultants for independent professional advice on legal matters during the year[66] Committees and Meetings - The Remuneration Committee reviewed the remuneration packages of Directors and Senior Management, including discretionary bonuses based on individual performance and the Group's profitability[95] - As of December 31, 2019, the Remuneration Committee was chaired by Mr. Yu Hong Gao, with a majority of independent non-executive Directors ensuring objective views on remuneration[94] - The Nomination Committee held two meetings during the financial year to select and recommend candidates for directorship based on experience and qualifications[106] - The Board reserves decision-making on major matters, including overall strategies and budgets, ensuring corporate governance principles are maintained[91] - The daily management and operation of the Group are delegated to senior management, with periodic reviews by the Board[92] - The Board has established internal committees, including the Remuneration, Nomination, Audit, and Corporate Governance Committees, to enhance compliance and independence[93] - The attendance rate for the Remuneration Committee meeting was 100% for all members during the financial year[104] - The responsibilities of the Remuneration Committee include determining specific remuneration packages for executive Directors and Senior Management[101] - The corporate governance report emphasizes the separation of roles between the Chairman and Chief Executive Officer to ensure clear responsibilities[89] - The Nomination Committee considers external recruitment professionals when necessary to enhance board diversity and align with corporate strategy[106] - The Nomination Committee held 1 meeting in 2019 with a 100% attendance rate from all members[109] - The Audit Committee conducted 2 meetings during the financial year, achieving a 100% attendance rate from all members[118] - The Corporate Governance Committee held 1 meeting in the financial year, with all members attending at a 100% rate[125] - The Audit Committee reviewed the Group's accounting principles and practices, interim and annual reports, and discussed auditing and internal control matters with external auditors[116] - The Corporate Governance Committee is responsible for developing and reviewing corporate governance policies and practices, ensuring compliance with legal and regulatory requirements[121] - The Chairman of the Audit Committee, Mr. He Jin Geng, is a qualified accountant with relevant financial experience[115] - The Corporate Governance Committee consists of four members, including three independent non-executive Directors and one executive Director[120] - The Nomination Committee assessed the independence of all independent non-executive directors[109] - The Audit Committee made recommendations to the Board regarding the appointment of external auditors and their independence[114] Audit and Risk Management - The Company has implemented a code of conduct applicable to employees and Directors, monitored by the Corporate Governance Committee[121] - For the year ended December 31, 2019, the audit fees paid to external auditors were HK$1,000,000, a decrease from HK$1,180,000 in 2018[1] - The Company has adopted a dividend policy that allows for the declaration and payment of dividends, subject to the Group having distributable profits and not affecting operations[1] - The consolidated financial statements for the year ended December 31, 2019, were reviewed by the Audit Committee and audited by HLB Hodgson Impey Cheng Limited[1] - The Board is responsible for evaluating risks and ensuring effective risk management and internal control systems are in place[1] - The Audit Committee continuously reviews significant risks and internal controls relevant to the Group's operations[1] - An external advisory firm was engaged for the internal audit function, and no significant deficiencies were identified in the internal control system for the year ended December 31, 2019[1] - The risk management and internal control system were deemed reasonably effective and adequate for the year ended December 31, 2019[1] - The Group engaged external consultants for internal audit work to ensure the effectiveness and efficiency of its risk management and internal control systems, with no significant deficiencies found as of December 31, 2019[148] - The Board believes that the risk management and internal control systems cover all significant monitoring areas, including financial, operational, compliance monitoring, and risk management functions, and are deemed reasonable and effective[148] Corporate Communication and Social Responsibility - The Company adopted an amended and restated articles of association on June 21, 2019, which is available on the Company's website and the Stock Exchange's website[160] - The Company held a total of 1 general meeting during the financial year, with attendance records for individual directors documented[170] - The Company maintains a corporate website to enhance effective communication with shareholders, providing timely announcements and relevant financial and non-financial information[162] - The Group is committed to continuous improvements in corporate social responsibility, as highlighted in its Environmental, Social, and Governance (ESG) report for the year ended December 31, 2019[176] - The ESG report is prepared in accordance with the ESG Reporting Guide set out in the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited[174] - The Group's ESG report presents policies, initiatives, and performance related to environmental and social aspects, complying with relevant laws and regulations[175] - The Company encourages shareholders to participate in general meetings or appoint proxies to vote on their behalf if unable to attend[169] - The Company has a proactive policy for promoting corporate transparency and communication with shareholders and potential investors through mandatory interim and final reports[159] Environmental Impact - The Group's total greenhouse gas emissions for Scope 2 and Scope 3 during the year ended December 31, 2019, were approximately 46,872 kg and 4,722 kg, respectively[194] - The emission intensity was about 906 kg per million HKD revenue[194] - The Group did not produce any hazardous waste during the reporting period and primarily managed office paper waste[191] - The Group has implemented waste management programs, including recycling of paper materials, printing cartridges, and batteries[191] - The main source of carbon dioxide emissions is from energy use, with established energy-saving initiatives to reduce the carbon footprint[193] - The Group actively encourages staff to protect the environment through training, education, and communication[184] - The Group has complied with local environmental laws and regulations, with no cases of non-compliance reported during the period[185] - The resources used by the Group are mainly attributed to electricity and water consumed at its office, with regular assessments conducted[200] - The Group's environmental policies include measurable objectives communicated to employees[184] - The Group's waste management efforts include encouraging staff to reduce paper consumption through duplex printing and reusing paper[191]

Financial Performance - The loss attributable to owners of the Company for the period from January 1, 2019, to June 30, 2019, was approximately HK$1,695,000, a decrease from HK$3,030,000 in the same period of 2018, mainly due to a significant decrease in share of loss of associates[9]. - For the six months ended June 30, 2019, the company reported revenue of HK$25,372,000, an increase of 83.5% compared to HK$13,832,000 in the same period of 2018[78]. - The gross profit for the same period was HK$930,000, down from HK$1,280,000, indicating a decrease of 27.3%[78]. - The profit from operations was HK$10,160,000, which represents an increase of 7.6% from HK$9,444,000 in the previous year[78]. - The loss for the period was HK$1,540,000, an improvement from a loss of HK$3,243,000 in the same period of 2018, reflecting a reduction of 52.5%[78]. - The total comprehensive loss for the period was HK$4,100,000, compared to HK$12,013,000 in the previous year, showing a significant decrease of 65.9%[80]. - The company incurred finance costs of HK$11,700,000, slightly reduced from HK$12,500,000 in the previous year[78]. - The share of results of associates showed a loss of HK$2,669,000, an improvement from a loss of HK$4,634,000 in the same period of 2018[78]. - General and administrative expenses were HK$6,934,000, which is an increase from HK$6,311,000 in the previous year[78]. - The company reported a loss before taxation of HK$1,540,000 for the six months ended 30 June 2019, compared to a loss of HK$3,056,000 for the same period in 2018[145][151]. Assets and Liabilities - As of June 30, 2019, the Group's current ratio was approximately 2.09, down from 2.26 as of December 31, 2018[21]. - The underlying gearing ratio was approximately 28% as of June 30, 2019, compared to 27% as of December 31, 2018[21]. - The equity attributable to owners of the Company was approximately HK$777,338,000, a decrease of approximately 0.5% from HK$781,480,000 at the end of the previous year[22]. - The net current assets were approximately HK$355,914,000 as of June 30, 2019, slightly down from HK$356,514,000 as of December 31, 2018[22]. - Cash and bank balances were approximately HK$523,234,000 as of June 30, 2019, compared to HK$553,114,000 as of December 31, 2018[22]. - Total assets less current liabilities amounted to HK$855,602,000, a slight decrease from HK$859,716,000 as of December 31, 2018[82]. - The company's net assets stood at HK$847,538,000 as of June 30, 2019, down from HK$851,638,000 at the end of 2018[82]. - Total equity attributable to owners of the company was HK$777,338,000, a decrease from HK$781,480,000[82]. - Cash and cash equivalents totaled HK$523,234,000 as of June 30, 2019, down from HK$553,114,000 at the end of 2018, indicating a decrease of 5.4%[171]. - Trade creditors increased to HK$37,418,000 as of June 30, 2019, from HK$13,153,000 at the end of 2018, representing a growth of 184.5%[176]. Investments and Revenue Streams - The investment from the subscription agreement is expected to provide an annual return of not less than 12% of the consideration, generating stable revenue streams for the Group[12]. - Tianjin Jun Hua Logistics Company Limited owns a property with a land use area of 11,331.30 square meters, which is expected to provide steady rental income amid the current low interest rate environment[13]. - As of June 30, 2019, approximately 1,600 square meters of the commercial building have been sold at an average selling price of approximately RMB 37,100 per square meter, while approximately 9,100 square meters have been rented out[11]. - The service apartment building, with approximately 20,100 square meters of gross floor area, was sold at an average selling price of approximately RMB 12,300 per square meter as of June 30, 2019[11]. - Rental income from leasing properties decreased to HK$563,000, down 40.7% from HK$947,000 in 2018[132]. - Property management fee income was HK$363,000, a slight increase of 4.9% from HK$346,000 in 2018[132]. - Sales of construction materials significantly increased to HK$24,446,000, up 95.5% from HK$12,539,000 in 2018[132]. - Other income for the period was HK$18,833,000, a decrease of 1.4% from HK$19,109,000 in 2018[134]. Corporate Governance and Compliance - The Company has maintained corporate governance provisions in its articles of association[69]. - The company has complied with all code provisions set out in the Corporate Governance Code for the six months ended June 30, 2019[72]. - The Audit Committee has reviewed the financial reporting process and internal control system, confirming no disagreements with the accounting principles adopted by the Group[76]. - The company did not recommend any interim dividend for the six months ended 30 June 2019, consistent with the previous year[150][154]. - The Group did not provide for Hong Kong Profits Tax as there were no estimated assessable profits arising in Hong Kong during the period[140]. Shareholding and Management - As of June 30, 2019, Mr. Ye De Chao holds 1,189,290,512 shares, representing 27.85% of the issued share capital of the Company[38]. - Central Huijin Investment Ltd. and China Construction Bank Corporation each hold 1,189,290,512 shares, also representing 27.85% of the issued share capital[52][54]. - Expert Ever Limited, owned by Zhang Xiaojun, holds 383,956,000 shares, which is 8.99% of the issued share capital[58][59]. - The Company has not adopted a new share option scheme since the previous one expired on July 11, 2018[49]. - No directors or chief executives had any other interests or short positions in the Shares or debentures of the Company as of June 30, 2019[44]. - The interests of the directors and chief executive were required to be notified to the Company and the Stock Exchange under the Securities and Futures Ordinance[39]. Cash Flow and Financial Position - For the six months ended June 30, 2019, net cash generated from operating activities was HK$ (17,229,000), a decrease from HK$ 42,055,000 in 2018, indicating a significant decline in operational cash flow[88]. - Net cash generated from investing activities was HK$ 833,000, down from HK$ 1,109,000 in the same period last year, reflecting reduced investment income[88]. - Net cash used in financing activities was HK$ (11,700,000), slightly improved from HK$ (12,500,000) in 2018, showing a marginal reduction in financing outflows[88]. - The total cash and cash equivalents at June 30, 2019, were HK$ 523,234,000, down from HK$ 662,034,000 at the same time last year, representing a decrease of approximately 21%[88]. - The effect of foreign exchange rate changes on cash and cash equivalents was a decrease of HK$ (1,784,000), compared to a decrease of HK$ (5,550,000) in 2018, indicating improved stability in foreign exchange impacts[88]. Lease Accounting - The Group adopted HKFRS 16 "Leases" on January 1, 2019, requiring recognition of right-of-use assets and lease liabilities for all leases, except for short-term leases and low-value leases[118]. - The Group recognized lease liabilities at the present value of remaining lease payments, discounted using the implicit interest rate or incremental borrowing rate[118]. - As of January 1, 2019, the carrying amount of right-of-use assets related to operating leases was HK$1,774,000[128]. - The Group applied practical expedients, including not recognizing lease liabilities for leases ending within 12 months from the initial application date[123]. - Lease payments for short-term and low-value leases are recognized in profit or loss on a straight-line basis over the lease term[118]. - The Group's right-of-use assets are presented as a separate line item on the consolidated statement of financial position[118]. Future Outlook - The management anticipates greater development potential for land in Tianjin due to the rapid growth of the logistics and commercial sectors[19]. - The Group will continue to seek investment opportunities in the PRC to expand its development portfolio[19]. - The company is primarily engaged in property development and investment, as well as natural gas business, which are key areas of focus for future growth[92]. - The interim report indicates a need for the company to explore new strategies for market expansion and product development to improve financial outcomes[92].

Stock Code 股份代號 : 600 Annual Report 年度報告 2018 CONTENTS 目錄 | --- | --- | |------------------------------------------------|--------------------------| | | | | Corporate Information | 公司資料 | | Chairman's Statement | 主席報告 | | Management Discussion and Analysis | 管理層討論與分析 | | Corporate Governance Report | 企業管治報告 | | Environmental, Social and Governance Report | 環境、社會及管治報告 | | Directors and Senior Management | 董事及高級管理層 | | Directors' Report | 董事會報告 | | Independent Auditors' Report | 獨立核數師報告 | | Consolidated Stat ...