香港交易及結算所有限公司及香港聯合交易所有限公司對本公佈之內容概不 負責，對其準確性或完整性亦不發表任何聲明，並明確表示，概不對因本公佈 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。 PEGASUS INTERNATIONAL HOLDINGS LIMITED 創 信 國 際 控 股 有 限 公 司 （於百慕達註冊成立之有限公司） （股份代號：676） 截 至 二 零 二 二 年 十 二 月 三 十 一 日 止 年 度 經 審 核 年 度 業 績 公 佈 經審核年度業績 創信國際控股有限公司（「本公司」）董事會（「董事會」）宣佈本公司及其附屬公司 （「本集團」）截至二零二二年十二月三十一日止年度經審核綜合業績連同二零 二一年相應期間的比較數據。 ...

Financial Performance - Revenue for the six months ended June 30, 2022, was $5,261,000, an increase of 51.1% compared to $3,479,000 for the same period in 2021[5] - Gross profit for the same period was $2,720,000, up 88.9% from $1,441,000 in 2021[5] - Profit before tax increased significantly to $556,000, compared to $70,000 in the previous year, representing a growth of 694.3%[5] - Net profit attributable to owners of the company for the period was $489,000, compared to $68,000 in 2021, marking a substantial increase of 620.6%[5] - Basic earnings per share for the period were $0.000669, based on a profit attributable to owners of $489,000, compared to $0.000093 for the same period in 2021[33] - Basic earnings per share for the six months ended June 30, 2022, were 0.07 cents, compared to 0.01 cents for the same period in 2021[53] Cash Flow and Liquidity - The company reported a net cash inflow from operating activities of $1,747,000, compared to $826,000 in the prior year[11] - Cash and cash equivalents at the end of the period increased to $10,399,000 from $8,780,000 at the beginning of the year[11] - The current ratio improved to 2.4 times as of June 30, 2022, compared to 2.3 times on December 31, 2021, indicating better liquidity management[55] - The group has no bank borrowings as of June 30, 2022, relying on operating cash flow to meet its obligations[55] Assets and Equity - The company’s total equity as of June 30, 2022, was $78,003,000, down from $79,616,000 at the end of 2021[7] - The company’s non-current assets totaled $86,507,000, a slight decrease from $89,268,000 at the end of 2021[7] - The group’s total assets as of June 30, 2022, included investment properties valued at $18,400,000, down from $19,660,000 at the beginning of the year[36] - As of June 30, 2022, the group's total net assets amounted to $78,003,000, with current assets of $13,565,000 and non-current assets of $86,507,000[55] Revenue Sources - Revenue from the production and sale of footwear products was $2,847,000, up from $2,095,000, marking a 36% increase year-over-year[18] - Rental income from properties increased to $2,414,000 from $1,384,000, reflecting a 74.4% growth compared to the previous year[18] Expenses and Liabilities - The cost of inventory recognized as an expense was $2,356,000, compared to $1,908,000 in the same period of 2021, indicating a 23.5% increase[27] - The company’s tax expense for the period was $67,000, significantly higher than $2,000 in the same period of the previous year[28] - Total trade and other payables as of June 30, 2022, were $3,303,000, an increase from $2,963,000 as of December 31, 2021[40] Strategic Focus and Future Outlook - The company plans to continue focusing on market expansion and new product development to drive future growth[5] - The group continues to seek suitable tenants for leasing idle domestic factories, aiming to stabilize income amidst global economic uncertainties[54] - Orders for quality footwear have started to stabilize due to the easing of pandemic measures in Europe and the United States, which is a cornerstone of the group's business[54] - The management is committed to leveraging existing resources to convert them into stable revenue streams despite ongoing global challenges[54] - The geopolitical situation remains tense, which may impact macroeconomic recovery in the coming months[54] - The group is focused on embracing challenges and seizing potential opportunities in the market[54] Corporate Governance - The board plans to appoint a new independent non-executive director before the fiscal year starting January 1, 2023, to comply with corporate governance codes[71] Dividends - The company declared an interim dividend of HK$0.01 per share, compared to no dividend in the previous year[32] - The company declared an interim dividend of 1.0 HKD cent per ordinary share for the six months ended June 30, 2022[51]

Financial Performance - The company's revenue for the year ended December 31, 2021, was $7,308,000, an increase of 118% compared to $3,352,000 in 2020[20] - The pre-tax loss for the year was $1,162,000, a decrease of $1,482,000 from a pre-tax profit of $320,000 in 2020[20] - The net loss after tax was $957,000, compared to a net loss of $625,000 in the previous year[20] - The basic loss per share for the year was 0.13 cents, compared to 0.08 cents in 2020[20] - The gross profit margin for the year was 31.8%[20] Liquidity and Financial Position - The company maintained a current ratio of 2.3, up from 1.8 in 2020, with total current assets of $12,587,000[22] - Cash and cash equivalents at year-end were $8,780,000, down from $9,754,000 in 2020[22] - The company had no bank borrowings as of December 31, 2021[22] Operational Developments - The company successfully leased several idle factories in China, contributing to stable cash flow[18] - The company will continue to explore new tenants and negotiate leases to develop new revenue sources[18] Corporate Governance - The board of directors held four meetings during the year, all of which were regular meetings[38] - The company has complied with the listing rules by appointing at least three independent non-executive directors, with at least one possessing appropriate professional qualifications or relevant financial management expertise[32] - The chairman and the managing director roles are held by different individuals, ensuring a clear division of responsibilities[52] - The company has established procedures for directors to seek independent professional advice at the company's expense when necessary[51] - All directors are provided with insurance coverage regarding legal proceedings they may face[51] - The company has a clear process for ensuring that all directors are adequately informed and receive timely and complete information[58] - The chairman is responsible for leading the board and ensuring its effective operation and accountability[53] - The board has mechanisms in place to allow directors to propose matters for discussion at board meetings[40] - The company has confirmed the independence of its independent non-executive directors in accordance with the listing rules[48] - The board meetings' minutes are sufficiently detailed to record the matters discussed and decisions made[49] - The board of directors has established a diversity policy that emphasizes diversity in thought, experience, skills, knowledge, perspectives, and gender[112] - The nomination committee consists of three independent non-executive directors, chaired by Mr. Liu Zhonggang[93] - The company has implemented a formal and transparent process for the appointment of new directors, ensuring orderly succession planning[90] - Independent non-executive directors have designated terms and are subject to re-election[91] - The board composition is regularly reviewed to ensure a balanced mix of skills, experience, and independence[87] - The company has effective communication channels with shareholders, ensuring their views are conveyed to the board[76] - The board is responsible for evaluating the independence of independent non-executive directors, especially those serving over nine years[91] - The company has disclosed the names and roles of all directors in its communications, ensuring transparency[88] - The nomination committee has a clear written mandate defining its powers and responsibilities[100] - The company provides sufficient resources to the nomination committee to fulfill its duties, including access to independent professional advice[104] - The board held a total of 4 meetings, with all executive directors attending all sessions[115] - Independent non-executive directors attended 100% of their respective committee meetings, demonstrating strong engagement[115] - All directors participated in ongoing professional development to enhance their knowledge and skills[133] - The company has adopted written guidelines for securities trading that comply with the standards set for employees[121] - All directors disclosed their positions in public companies and organizations annually, ensuring transparency[133] - The company provided training to all directors, covering regulatory updates and relevant business operations[133] - Independent non-executive directors actively contributed independent and constructive opinions during board meetings[141] - Management is responsible for providing timely and sufficient information to the board for informed decision-making[146] - The company ensures that board meeting agendas and related documents are sent to all directors at least three days prior to meetings[145] - The board has established independent access for each director to senior management for effective communication[146] Compensation and Performance Evaluation - The compensation committee consists of three independent non-executive directors, chaired by Mr. Lai Chen Yang[152] - The company has reviewed the compensation of all directors annually, ensuring transparency and adherence to guidelines[153] - The salary range for senior management members is disclosed, with 7 individuals earning between $1 and $100,000[156] - The board is responsible for evaluating the company's performance, situation, and prospects in a balanced and clear manner[157] - Management provides detailed reports and explanations to the board for informed assessments of financial and other data[157] Risk Management and Internal Control - The company has established a risk management and internal control system to ensure compliance and safeguard assets[162] - The board conducts annual reviews of the effectiveness of the internal control system, covering all significant monitoring aspects[167] - The company ensures that resources, staff qualifications, and training in accounting and financial reporting are adequate[167] - The compensation committee has been provided with sufficient resources to fulfill its responsibilities[155] - The company has published its authority and functions of the compensation committee on the stock exchange and its website[155] - The company engaged independent professional organizations to assist the board and audit committee in continuously monitoring the group's risk management and internal control systems[175] - The audit committee held a total of 2 meetings during the year to review financial performance and compliance procedures[177] - The audit committee's scope of authority has been revised to cover responsibilities as stipulated in the code provisions[189] - The company will provide the necessary assistance requested by the audit committee, with related costs borne by the company[196] - The board and audit committee had no disagreements regarding the appointment or dismissal of external auditors during the year[194] - The board has clearly defined the responsibilities and accountability of both the board and management[199] - The company has disclosed the detailed terms and conditions of the director's appointment[200] - The board's responsibilities include setting the company's strategic development and policies, establishing management objectives, monitoring management performance, and overseeing customer relationships[198]

Financial Performance - The company reported a profit attributable to owners of $68,000 for the six months ended June 30, 2021, compared to a loss of $2,551,000 in the same period last year[3]. - Total revenue for the six months was $3,479,000, a significant increase from $1,422,000 in the previous year, representing a growth of approximately 144%[4]. - Gross profit for the period was $1,441,000, compared to $450,000 in the prior year, indicating a substantial improvement in profitability[4]. - The company recorded a total comprehensive income of $2,052,000 for the period, up from $1,387,000 in the previous year, reflecting a year-over-year increase of about 48%[4]. - The company reported a net profit of $68,000 for the six months ended June 30, 2021, compared to a net loss of $2,551,000 for the same period in 2020[29]. - The pre-tax profit for the six months ended June 30, 2021, was $70,000, compared to a pre-tax loss of $2,550,000 for the same period in 2020[48]. Cash Flow and Assets - The net cash generated from operating activities was $826,000, a recovery from a cash outflow of $1,796,000 in the same period last year[10]. - The company's total assets increased to $63,296,000 as of June 30, 2021, compared to $60,986,000 at the end of 2020, showing a growth of approximately 4%[6]. - The company’s cash and cash equivalents at the end of the period were reported at $10,447,000, slightly down from $10,696,000 at the end of the previous period[10]. - Total trade receivables as of June 30, 2021, amounted to $605,000, an increase from $591,000 as of December 31, 2020[35]. - Total trade payables as of June 30, 2021, were $636,000, significantly up from $198,000 as of December 31, 2020[37]. - The company's total net assets as of June 30, 2021, were $54,967,000, with current assets of $14,280,000 and current liabilities of $7,927,000, resulting in a current ratio of approximately 1.80[51]. Revenue Breakdown - Revenue from footwear production and sales was $2,095,000, while rental income from properties was $1,384,000 for the six months ended June 30, 2021[17]. - The operating profit for the footwear segment was $135,000, and for the rental properties segment, it was $1,254,000, leading to a total segment profit of $1,389,000[17]. - Total revenue for the six months ended June 30, 2021, was $3,479,000, an increase from $1,422,000 for the same period in 2020, representing a growth of 144.5%[17]. Earnings Per Share - The company’s basic earnings per share improved to $0.01 compared to a loss per share of $0.35 in the previous year[4]. - Basic earnings per share for the six months ended June 30, 2021, were $0.000093, compared to a loss per share of $0.00349 for the same period in 2020[29]. - Basic earnings per share for the six months ended June 30, 2021, were $0.01, compared to a basic loss per share of $0.35 for the same period in 2020[48]. Costs and Expenses - The cost of inventory recognized as an expense was $1,908,000 for the six months ended June 30, 2021, compared to $942,000 in 2020, indicating a significant increase in costs[21]. - The interest expense on lease liabilities for the six months ended June 30, 2021, was $20,000, slightly down from $21,000 in the same period of 2020[20]. Corporate Governance and Management - The company did not declare any dividends for the interim period ended June 30, 2021[27]. - The company did not purchase, sell, or redeem any of its listed securities during the six months ending June 30, 2021[65]. - The company has complied with the corporate governance code as per the listing rules during the reporting period[66]. - The audit committee reviewed the unaudited consolidated financial information for the six months ending June 30, 2021, discussing risk management and internal controls[68]. Future Outlook - The management plans to continue negotiating new leasing contracts to effectively utilize the company's assets and increase returns[49]. - The company is cautious about future market conditions due to the ongoing impact of the COVID-19 pandemic, despite an increase in customer orders in the shoe business[49]. - The company believes it can maintain sufficient working capital for operations and future expansion[51]. Shareholding Structure - As of June 30, 2021, the company had a total of 9,000,000 shares held by directors, representing 1.23% of the issued share capital[53]. - Pegasus Footgear Management Limited holds 468,743,940 shares, accounting for 64% of the company's issued share capital[63]. Revaluation and Investments - The company recognized a revaluation surplus of $4,944,000 during the period, contributing positively to the overall equity[4]. - The fair value of investment properties as of June 30, 2021, was $28,316,000, up from $6,796,000 as of June 30, 2020[32]. - The company did not acquire any property, plant, or equipment during the interim period ended June 30, 2021[34].

Financial Performance - For the fiscal year ended December 31, 2020, the company recorded revenue of $3,352,000, a decrease of 27.1% compared to $4,595,000 in 2019[19] - The company achieved a pre-tax profit of $320,000, an increase of $22,265,000 from a pre-tax loss of $21,945,000 in 2019[19] - The net loss after tax for the year was $625,000, compared to a net loss of $21,970,000 in 2019, with a basic loss per share of $0.08 compared to $3.01 in the previous year[19] - The gross profit margin for the year improved to 13.4%[19] Cash and Liquidity - As of December 31, 2020, the company had cash and cash equivalents of $9,754,000, down from $12,519,000 in 2019[21] - The current ratio as of December 31, 2020, was 1.8, compared to 2.3 in 2019, calculated based on total current assets of $12,566,000 and total current liabilities of $6,898,000[21] Cost Control and Resource Management - The company has not incurred any capital expenditures for the purchase or replacement of plant and machinery during the fiscal year[22] - The management continues to implement strict cost control measures and efficiency policies[19] - The company maintains a conservative policy regarding resource allocation and aims to keep a low debt ratio[20] Corporate Governance - The board of directors held four meetings during the year, adhering to the requirement of at least four meetings annually[37] - The company has confirmed compliance with the listing rules regarding the appointment of at least three independent non-executive directors, with one possessing appropriate professional qualifications or financial management expertise[31] - The chairman and the managing director roles are held by different individuals, ensuring a clear division of responsibilities[51] - The company has established procedures for directors to seek independent professional advice at the company's expense when necessary[50] - All directors are provided with insurance coverage regarding legal proceedings they may face[50] - The board is responsible for monitoring the company's overall strategy, internal controls, and risk management systems[30] - The company has implemented a system to ensure all directors are adequately informed and receive timely and reliable information for board discussions[52] Board Structure and Diversity - The company has a clear process for ensuring that all directors can propose matters for discussion at board meetings[40] - The chairman is tasked with leading the board and ensuring effective governance practices are established and maintained[60] - The board of directors has established a diversity policy that emphasizes diversity in thought, experience, skills, knowledge, perspectives, and gender[96] - The nomination committee consists of three independent non-executive directors, chaired by Mr. Liu Zhonggang[77] - The company has implemented a formal and transparent process for the appointment of new directors, ensuring orderly succession planning[74] - Independent non-executive directors have designated terms and are subject to re-election[75] - The board has reviewed its structure, size, and composition to ensure a balanced representation of expertise, skills, independence, and diversity[71] - The company has disclosed the names of all directors in its communications, categorized by their roles[72] - The nomination committee is responsible for evaluating the independence of independent non-executive directors[78] - The company has committed to providing sufficient resources for the nomination committee to fulfill its responsibilities[88] - The board ensures that the combination of executive and non-executive directors maintains a strong independent element for effective judgment[71] - The company has established effective communication channels with shareholders to convey their views to the board[68] - The board of directors will be diversified, utilizing differences in skills, knowledge, industry experience, background, race, gender, and other qualities[97] Meetings and Attendance - A total of 4 board meetings, 2 audit committee meetings, 2 remuneration committee meetings, and 2 nomination committee meetings were held during the year[99] - All directors must ensure they dedicate sufficient time and attention to handle the company's affairs, with satisfactory attendance records noted[103] - Independent non-executive directors have actively fulfilled their roles and responsibilities, providing independent and constructive opinions[125] Director Training and Development - The company has adopted written guidelines regarding employee trading of the issuer's securities, confirming compliance throughout the year[105] - All directors are required to participate in ongoing professional development to enhance and update their knowledge and skills[116] - The company will arrange professional training for all directors and cover related expenses[117] Management and Performance Evaluation - Management is responsible for providing timely and sufficient information to the board and its committees to enable informed decision-making[130] - All directors have the right to access board documents and related information to make informed decisions[131] - The company has maintained close cooperation with senior management, holding regular meetings[133] - The company has established a remuneration committee composed of three independent non-executive directors to review the remuneration of all directors annually[137] - The remuneration range for senior management members is disclosed, with 8 individuals earning between $1 and $100,000[140] - The board is responsible for evaluating the company's performance, situation, and prospects in a balanced, clear, and comprehensive manner[141] Risk Management and Internal Controls - The company has implemented a risk management and internal control system to provide reasonable assurance against material misstatements or losses[146] - The board conducts an annual review of the effectiveness of the internal control system, covering all significant monitoring aspects, including financial, operational, and compliance controls[151] - The company has engaged independent professional organizations to assist the board and audit committee in continuously monitoring the group's risk management and internal control systems[159] - The audit committee held a total of 2 meetings during the year to review financial performance and reports, internal control systems, and compliance procedures[161] - The audit committee is composed entirely of three independent non-executive directors, ensuring transparency and proper governance[160] - The company has established procedures for identifying, assessing, and managing significant risks, as well as for reviewing the effectiveness of risk management and internal control systems[156] - The board acknowledges its responsibility for the effectiveness of the risk management and internal control systems, which aim to manage rather than eliminate risks[156] - The audit committee has the authority to ensure fair and independent investigations and appropriate follow-up actions if necessary[181] - The company will provide the audit committee with the necessary resources to fulfill its responsibilities[180] - The audit committee's terms of reference have been revised to cover the responsibilities outlined in the relevant code provisions[174] - The company has disclosed its compliance with risk management and internal control code provisions in its corporate governance report[156] - There were no disagreements between the board and the audit committee regarding the appointment or dismissal of external auditors during the year[179] Governance Policies and Shareholder Engagement - The board has established three committees with specific terms of reference: Audit Committee, Remuneration Committee, and Nomination Committee[191] - The company has a clear distinction of responsibilities and accountability between the board and management, ensuring effective governance[189] - The board is responsible for formulating and monitoring the company's governance policies and practices[195] - The company has disclosed the responsibilities and contributions of the board and management appropriately[184] - The board has the authority to seek independent professional advice at the company's expense when necessary[190] - Shareholders holding at least 10% of the paid-up capital have the right to request a special general meeting within two months of submission[198] - The company has established a formal plan for matters requiring board approval, ensuring clarity in management's authority[189] - The board's responsibilities include setting the company's strategic development and monitoring management performance[189] - The company has implemented a written code of conduct and compliance guidelines for employees and directors[195] - The board is committed to maintaining ongoing dialogue with shareholders, particularly during annual general meetings[197]

Financial Performance - The company reported a revenue of $1,422,000 for the six months ended June 30, 2020, a decrease of 51.6% compared to $2,935,000 for the same period in 2019[5]. - Gross profit for the period was $450,000, a significant improvement from a gross loss of $3,358,000 in the previous year[5]. - The net loss attributable to the owners of the company was $2,551,000, compared to a net loss of $9,040,000 in the same period last year, indicating a 71.7% reduction in losses[3]. - Other comprehensive income for the period was $3,938,000, compared to $535,000 in the previous year, reflecting a substantial increase[6]. - The company incurred a loss before tax of $2,550,000 for the six months ended June 30, 2020, compared to a loss of $9,040,000 for the same period in 2019[22][24]. - The basic loss per share for the period was $0.35, an improvement from $1.24 in the same period last year[6]. - The company reported a basic loss per share of $0.0035, based on a loss attributable to shareholders of $2,551,000 for the current period[35]. - The pre-tax loss for the six months ended June 30, 2020, was $2,550,000, compared to a pre-tax loss of $9,040,000 for the same period in 2019[54]. Cash Flow and Liquidity - The company's cash and cash equivalents decreased to $10,696,000 as of June 30, 2020, down from $14,589,000 at the end of the previous year[12]. - The company incurred operating cash outflows of $1,751,000 for the period, an improvement from $4,902,000 in the previous year[12]. - The group reported a bank balance and cash net amount of $10,696,000 as of June 30, 2020[57]. - The current ratio recorded was approximately 1.98 times, indicating a strong liquidity position[57]. Assets and Liabilities - Total assets amounted to $42,772,000 as of June 30, 2020, compared to $41,461,000 at the end of 2019, showing a slight increase[8]. - Trade receivables decreased to $338,000 as of June 30, 2020, from $959,000 as of December 31, 2019[40]. - Total trade and other receivables amounted to $481,000 as of June 30, 2020, down from $1,150,000 as of December 31, 2019[40]. - Trade payables increased to $535,000 as of June 30, 2020, compared to $170,000 as of December 31, 2019[42]. - As of June 30, 2020, the group's total net assets amounted to $40,038,000, with current assets of $12,590,000 and non-current assets of $36,545,000[57]. Operational Highlights - The company plans to closely monitor the impact of the COVID-19 pandemic on its operations and financial performance due to reduced sales orders from customers[15]. - The company recognized lease income of $262,000 from Asia during the six months ended June 30, 2020[22]. - The company’s total unallocated expenses for the period were $3,210,000[22]. - The group successfully signed contracts to lease several domestic factories, creating new business and cash flow sources[55]. - The group continues to focus on operational adjustments and resource utilization in response to the pandemic's impact[55]. Shareholder Information - Directors and their associates held a total of 9,000,000 shares, representing 1.23% of the issued share capital[59]. - Pegasus Footgear Management Limited holds 468,743,940 shares, accounting for 64% of the issued share capital[69]. - The group has not engaged in any arrangements for directors to benefit from purchasing shares or debt securities during the period[67]. - The group has complied with the corporate governance code throughout the reporting period[72]. Accounting and Reporting - The company applied revised Hong Kong Financial Reporting Standards, which did not have a significant impact on the financial statements for the current period[17]. - The company recorded a revaluation surplus of $4,944,000 during the period, contributing positively to its overall financial position[10]. - The company transferred properties with a carrying value of $1,703,000 to investment properties, resulting in a revaluation gain of $138,000 recognized in other comprehensive income[39]. - The fair value of investment properties as of June 30, 2020, was $6,796,000, reflecting the transfer of assets from property, plant, and equipment[38]. - The company’s interest expense on lease liabilities was $21,000 for the six months ended June 30, 2020, down from $23,000 in the same period of 2019[26]. - The company’s depreciation on property, plant, and equipment was $249,000 for the current period, compared to $700,000 for the same period in 2019[26].

Financial Performance - For the year ended December 31, 2019, the company recorded a revenue of $4,595,000, a decrease of 88.2% compared to $38,965,000 in 2018[19] - The company's loss before tax for the year was $21,945,000, an increase of $6,583,000 from the loss of $15,362,000 in 2018[19] - The basic loss per share for the year was 3.01 cents, compared to 2.09 cents in 2018[19] - The gross profit margin turned negative at -143.5% for the year[19] - As of December 31, 2019, the company had cash and cash equivalents of $12,519,000, down from $19,441,000 in 2018[21] - The current ratio as of December 31, 2019, was 2.3 times, compared to 3.7 times in 2018, indicating a decline in liquidity[21] Corporate Governance - The board of directors held four meetings during the year, all of which were regular meetings[37] - The company has received annual confirmations from independent non-executive directors regarding their independence status as per listing rules[47] - The chairman and the managing director roles are held by different individuals, ensuring a clear division of responsibilities[51] - The chairman is responsible for leading the board and ensuring effective operation, with a clear duty to establish good corporate governance practices[62] - The chairman will hold two meetings annually with independent non-executive directors without the presence of other directors[73] - The board of directors has ensured a balanced composition with appropriate skills and experience to meet the group's business needs[85] - The company has established a nomination committee consisting of three independent non-executive directors, chaired by Mr. Liu Zhonggang[91] - The company complies with the requirement to disclose the names of independent non-executive directors in all communications[86] - The independent non-executive directors have designated terms and are subject to re-election according to the company's articles of association[89] - The nomination committee has a clear written mandate defining its powers and responsibilities, including annual reviews of the board's structure and composition[92] - The company has committed to providing sufficient resources for the nomination committee to fulfill its responsibilities, including seeking independent professional advice when necessary[97] - The board has reviewed its structure and composition to ensure a balanced representation of expertise, skills, independence, and diversity[85] - The company has published the nomination committee's terms of reference on both the stock exchange and its own website[97] - The independent non-executive directors' further appointments after nine years will require shareholder approval, with detailed explanations provided[89] Shareholder Communication - The company has taken appropriate actions to ensure effective communication with shareholders and the board[76] - The board held a total of 4 board meetings, 2 audit committee meetings, 2 remuneration committee meetings, and 2 nomination committee meetings during the year[99] - All executive directors attended 100% of the board meetings, with attendance records of 4/4 for each[99] - Independent non-executive directors also demonstrated full attendance at their respective meetings, with records of 2/2 for all committees[99] - The company has adopted written guidelines for securities trading that are no less stringent than those for employees, ensuring compliance throughout the year[106] - All directors are required to participate in ongoing professional development to enhance their knowledge and skills, with training provided by the company[117] - The company ensures that all directors receive timely and appropriate information to make informed decisions, with board documents sent at least three days prior to meetings[130] - The management is responsible for providing sufficient information to the board to facilitate informed decision-making[131] - All directors have access to board documents and related materials, ensuring they can make informed decisions[132] - The company has confirmed that all directors disclosed their positions and commitments in public companies annually[118] - Independent non-executive directors actively contribute to the company's affairs and attend shareholder meetings to address shareholder concerns[128] Compensation and Performance Evaluation - The compensation committee consists of three independent non-executive directors, chaired by Mr. Lai Zhenyang[138] - The company has reviewed the compensation of all directors annually, ensuring transparency and adherence to guidelines[140] - The salary range for senior management members is disclosed, with 8 individuals earning between $1 and $100,000[141] - The board is responsible for evaluating the company's performance, situation, and prospects in a balanced and clear manner[142] - Management provides detailed reports and explanations to the board for informed assessments of financial and other data[142] Risk Management and Internal Control - The company has established an effective risk management and internal control system, with annual reviews covering all significant monitoring aspects[152] - The board has considered the adequacy of resources, staff qualifications, and training in accounting and financial reporting functions during annual reviews[152] - The company has engaged independent professional organizations to assist the board and audit committee in continuously monitoring the group's risk management and internal control systems[160] - The audit committee held a total of 2 meetings during the year to review financial performance and reports, internal control systems, and compliance procedures[162] - The audit committee's scope of authority has been revised to cover responsibilities as stipulated in the code provisions[175] - The company will provide the audit committee with the necessary assistance and cover related expenses as required[180] - There were no disagreements between the board and the audit committee regarding the selection, appointment, resignation, or dismissal of external auditors during the year[179] Board Structure and Responsibilities - The board has established three committees with specific mandates: Audit Committee, Remuneration Committee, and Nomination Committee[192] - The board is responsible for setting the company's strategic development and monitoring management performance[187] - The company has a formal plan outlining matters requiring board approval, ensuring clarity in management's responsibilities[185] - The board has clear guidelines for delegating management functions, ensuring accountability and transparency[184] - The company has implemented a governance policy to monitor compliance with legal and regulatory requirements[198] - The board is committed to maintaining ongoing dialogue with shareholders, particularly during annual general meetings[200] - The company has established procedures for shareholders to propose questions and nominations for board elections[200] - The board has a written scope of authority for its committees, ensuring they can perform their functions effectively[192] - The company regularly reviews the delegation of powers to ensure they remain appropriate for its needs[183] - The board has clarified the responsibilities and contributions of both the board and management[188]

Financial Performance - Revenue for the six months ended June 30, 2019, was $2,935,000, a decrease of 90.1% compared to $29,773,000 for the same period in 2018[2] - Gross loss for the period was $3,358,000, compared to a gross profit of $5,435,000 in the previous year, indicating a significant decline[2] - The net loss attributable to owners of the company for the period was $9,040,000, compared to a loss of $5,182,000 in the same period last year, representing a 74.5% increase in losses[2] - Total comprehensive loss for the period was $8,505,000, compared to a total comprehensive loss of $1,824,000 in the previous year[5] - The company reported a basic loss per share of 1.24 cents, compared to 0.71 cents in the previous year[2] - The company incurred a pre-tax loss of $9,040,000 for the six months ended June 30, 2019[50] - The company reported an unallocated loss of $1,865,000 during the same period[50] - The group reported a loss before tax of $9,040,000 for the six months ended June 30, 2019, compared to a loss of $5,182,000 for the same period in 2018[78] - Basic loss per share for the six months ended June 30, 2019, was 1.24 cents, compared to 0.71 cents for the same period in 2018[78] Cash Flow and Liquidity - Cash and cash equivalents decreased to $14,589,000 as of June 30, 2019, down from $24,613,000 at the end of the previous year[7] - Operating cash flow for the period was a net cash outflow of $4,902,000, compared to a net inflow of $1,793,000 in the same period last year[7] - As of June 30, 2019, the group's total net assets were $57,910,000, with current assets of $18,854,000 and current liabilities of $6,484,000, resulting in a current ratio of approximately 2.9 times[81] - The group maintained a cash balance of $14,589,000 as of June 30, 2019, primarily funded by operating cash flow[81] Assets and Liabilities - Non-current assets as of June 30, 2019, were $50,106,000, slightly down from $50,756,000 at the end of 2018[3] - Current liabilities decreased to $6,484,000 from $7,118,000 at the end of the previous year, indicating improved short-term financial health[3] - The company’s total equity as of June 30, 2019, was $57,910,000, down from $66,415,000 at the end of 2018[3] - Trade receivables as of June 30, 2019, totaled $572,000, a decrease from $826,000 as of December 31, 2018[64] - Trade payables as of June 30, 2019, amounted to $747,000, down from $905,000 as of December 31, 2018[66] - The company’s lease liabilities included $92,000 classified as current and $932,000 as non-current as of January 1, 2019[36] Inventory and Expenses - The cost of inventory recognized as an expense for the six months ended June 30, 2019, was $6,293,000, down from $29,986,000 in the same period of 2018[54] - The company incurred interest expenses of $23,000 related to lease liabilities for the six months ended June 30, 2019[53] Lease Accounting - The company has adopted the new Hong Kong Financial Reporting Standards (HKFRS) No. 16, which replaces HKAS 17, impacting the accounting policies significantly[12] - The application of HKFRS No. 16 has not resulted in a material impact on the financial performance and position of the group during the reporting period[11] - The group recognizes right-of-use assets at the commencement date of the lease, measured at cost less any accumulated depreciation and impairment losses[20] - Lease liabilities are recognized at the present value of unpaid lease payments at the lease commencement date, using the incremental borrowing rate if the implicit rate is not determinable[25] - The group applies short-term lease exemptions for leases with a term of 12 months or less and for low-value asset leases[17] - Lease payments are recognized as an expense on a straight-line basis over the lease term for short-term and low-value asset leases[18] - The cost of right-of-use assets includes initial direct costs and any lease payments made before the commencement date, less any lease incentives received[21] - The group will reassess lease liabilities if there are changes in lease terms or assessments regarding the exercise of purchase options[28] - The group presents right-of-use assets as a separate item in the consolidated statement of financial position[22] - Any refundable lease deposits are accounted for under HKFRS No. 9 at fair value, with adjustments treated as additional lease payments included in the cost of right-of-use assets[24] - The company recognized a lease liability of $1,024,000 and a corresponding right-of-use asset of $796,000 as of January 1, 2019, following the adoption of HKFRS 16[36] - The weighted average incremental borrowing rate applied for lease liabilities was 4.5%[33] - The company adjusted the right-of-use asset by $15,000 for estimated restoration costs related to leased properties[46] - The company did not reassess contracts that were not previously identified as leases upon the initial application of HKFRS 16[31] Segment Performance - The company reported a total revenue of $2,935,000 from external sales across various regions, with North America contributing $2,520,000[48] - The company’s operating segments include North America, Asia, Europe, and other regions, with a total loss of $3,390,000 reported for the segments[50] - Total revenue for the six months ended June 30, 2019, was $29,773,000, with North America contributing $12,934,000, Asia $10,400,000, Europe $5,285,000, and other regions $1,154,000[52] - The segment performance for the same period showed a total of $5,398,000, with North America at $2,357,000, Asia at $1,861,000, Europe at $967,000, and other regions at $213,000[52] Corporate Governance and Strategy - The group emphasized the need to adjust operational strategies to enhance resource efficiency in response to ongoing trade tensions affecting economic performance[79] - The group aims to continue focusing on high-quality product standards and good customer service while cautiously exploring potential opportunities[79] - The group will closely monitor developments in trade negotiations and their impact on domestic manufacturing[79] - The company has adopted the standard code of conduct for securities transactions by directors as per the listing rules appendix ten[95] - The audit committee has reviewed the unaudited condensed consolidated financial information for the six months ended June 30, 2019, along with discussions on risk management and internal controls[96] - The interim report for 2019 was published on August 28, 2019[97]

Financial Performance - The company reported a revenue of $38,965,000 for the year ended December 31, 2018, a decrease of 48.8% compared to $76,046,000 in 2017[21] - The pre-tax loss for the year was $15,362,000, a decline of $16,135,000 from a pre-tax profit of $773,000 in 2017[21] - The net loss after tax was $15,266,000, compared to a net profit of $583,000 in the previous year[21] - Basic loss per share was 2.09 cents, down from earnings of 0.08 cents per share in 2017[21] - The gross profit margin decreased to 13.1% for the year[21] - Cash and cash equivalents at year-end were $19,441,000, down from $24,694,000 in 2017[23] - The current ratio as of December 31, 2018, was 3.7 times, compared to 4.0 times in 2017, indicating a stable liquidity position[23] Corporate Governance - The board of directors consists of four executive directors and three independent non-executive directors, ensuring compliance with listing rules[32] - The company has established effective corporate governance practices and procedures[47] - The roles of the chairman and the managing director are clearly separated to ensure balanced power distribution[40] - The chairman is responsible for ensuring that all directors are adequately informed and that board meetings operate effectively[45] - The company provides appropriate insurance coverage for all directors facing legal claims[38] - The board has mechanisms in place to address potential conflicts of interest involving major shareholders or directors[38] - The company has established a nomination committee consisting of three independent non-executive directors, chaired by Mr. Liu Zhonggang[68] - Independent non-executive directors have designated terms and are subject to re-election according to the company's articles of association[65] - The company has implemented a formal and transparent process for appointing new directors and has set orderly succession plans[65] - The board has reviewed its structure and composition to ensure a balanced representation of expertise, skills, independence, and diversity[61] - The company provides sufficient resources to the nomination committee to fulfill its responsibilities, including seeking independent professional advice when necessary[80] - The company has published the terms of reference for the nomination committee on the Stock Exchange and its website[74] - All directors are required to stand for re-election at least every three years, ensuring accountability to shareholders[65] - The board believes that independent non-executive directors maintain their independence and provides reasons for their reappointment if they have served for more than nine years[66] - The company has established effective communication channels with shareholders to convey their opinions to the board[54] - The board held a total of 4 meetings, with all executive directors attending 100% of the meetings[89] - Independent non-executive directors also attended all meetings, demonstrating full engagement in governance[89] - The company has adopted a written guideline for securities trading by directors, ensuring compliance with the standards set forth[98] - All directors participated in ongoing professional development to enhance their knowledge and skills, with training provided on regulatory updates and relevant business operations[102] - The company ensures that all new directors receive comprehensive onboarding to understand their responsibilities and the company's operations[90] - Management is responsible for providing timely and sufficient information to the board to facilitate informed decision-making[124] - The company maintains close collaboration between senior management and the board, with regular meetings to discuss key issues[121] - All board documents and meeting records are stored by the company's legal department and are accessible to directors[122] - The company has a policy to disclose any changes in the positions held by directors in public companies or organizations[106] Risk Management and Internal Control - The internal control system is designed to prevent significant misstatements or losses, ensuring compliance with relevant laws and regulations[140] - The board has conducted an annual review of the internal control system, covering all significant monitoring aspects, including financial, operational, and compliance controls[144] - The audit committee held 2 meetings during the year to review financial performance and compliance procedures[157] - The company has engaged independent professional institutions to assist the board and audit committee in monitoring risk management and internal control systems[147] - The audit committee's scope of authority has been revised to include responsibilities as stipulated in the code[170] - The board has acknowledged its responsibility for the effectiveness of the risk management and internal control systems[151] - The company has established procedures for identifying, assessing, and managing significant risks[151] - The audit committee has reviewed the relationship with the external auditor and the financial information of the issuer[170] - The company has ensured that the internal audit function is reviewed annually to determine its necessity[153] - The board has considered the adequacy of resources, qualifications, and experience of staff involved in accounting and financial reporting functions[144] - The company has disclosed its compliance with risk management and internal control codes in the corporate governance report[151] - The audit committee has a clear responsibility to ensure fair and independent investigations and appropriate follow-up actions as necessary[176] Strategic Outlook - The company reported a total revenue of $100 million for the fiscal year, representing a 15% increase year-over-year[130] - The user base grew to 1.5 million active users, reflecting a 20% growth compared to the previous year[130] - The company expects revenue guidance for the next fiscal year to be between $110 million and $120 million, indicating a projected growth of 10% to 20%[130] - New product launches are anticipated to contribute an additional $5 million in revenue in the upcoming quarter[130] - The company is investing $2 million in research and development for new technologies aimed at enhancing user experience[130] - Market expansion efforts are focused on entering three new regions, which are expected to increase market share by 5%[130] - The company is considering strategic acquisitions to bolster its product offerings and market presence[130] - The board has established a compensation committee to ensure transparency in executive pay, with a focus on attracting and retaining top talent[130] - Monthly updates on performance and outlook are provided to the board to ensure informed decision-making[134] Shareholder Engagement - The company emphasizes the importance of continuous dialogue with shareholders, particularly during annual general meetings[193] - Shareholders holding at least 10% of the paid-up capital have the right to request a special general meeting within two months of submission[193] - Procedures for shareholders to raise questions to the board include written submissions and attendance at meetings[197] - The company must consider holding a follow-up meeting if a nomination notice is received less than 15 business days before the general meeting[197] - The chairman of the board is required to attend the annual general meeting and ensure the presence of committee chairs to address shareholder inquiries[199]