Financial Performance - For the six months ended September 30, 2022, the group's revenue decreased by 38% to HKD 259,505,000 compared to HKD 416,564,000 for the same period in 2021[9] - The group's net profit dropped by 85% to HKD 1,672,000, down from HKD 10,993,000 in the previous year[9] - The timber supply chain operations generated revenue of HKD 249,230,000, a decrease of 38% from HKD 399,703,000 in the previous year, with profit dropping by 76% to HKD 2,798,000[11] - The traditional business model within the timber supply chain generated revenue of HKD 112,374,000, down 61% from HKD 290,965,000, with profit decreasing by 83% to HKD 1,253,000[13] - The decline in revenue and profit was attributed to a significant slowdown in the Chinese real estate sector, leading to decreased demand for timber[11] - The group recorded a revenue of HKD 259,505 thousand for the six months ended September 30, 2022, a decrease of 37.8% compared to HKD 416,564 thousand in the same period of 2021[80] - The operating profit for the same period was HKD 5,446 thousand, down 66.9% from HKD 16,477 thousand in the previous year[80] - The net profit for the period was HKD 1,672 thousand, a significant decline of 84.8% compared to HKD 10,993 thousand in the prior year[82] - The group reported a profit before tax of HKD 2,254,000 for the six months ended September 30, 2022, compared to HKD 8,938,000 in the same period of 2021, representing a decrease of 74.8%[139] Business Operations - The group continues to operate four business segments, including timber supply chain, lending, and property leasing[9] - The management team is focused on building a global supply network to serve clients in China and other countries[10] - The company plans to continue expanding its timber supply chain operations in Europe, including establishing more distribution centers and processing projects[73] - The group aims to explore new business opportunities cautiously due to the ongoing negative impact of the COVID-19 pandemic on economic activities in China and Hong Kong[73] - The company has expanded its market coverage by selling boards to new customers in Egypt[29] Lending and Financial Activities - The group generated loan income of HKD 10,275,000 in the first half of 2022, a decrease of 38% compared to HKD 16,449,000 in the same period of 2021[39] - Operating profit from the lending business was HKD 7,818,000, down 25% from HKD 10,381,000 year-on-year[39] - New loans totaling HKD 28,700,000 were issued in the first half of 2022, with interest rates ranging from 8.5% to 12%[40] - The loan portfolio included 26 loans with a total book value of HKD 196,521,000 as of September 30, 2022, compared to HKD 182,563,000 on March 31, 2022[40] - The average loan amount in the portfolio was approximately HKD 8,200,000, with 94% of the loans secured by collateral[43] - The group recorded a 71% decrease in impairment losses on receivables, amounting to HKD 1,081,000, compared to HKD 3,730,000 in the previous year[39] - The group made a provision for impairment losses on collateral assets of HKD 1,065,000 as of September 30, 2022[39] - The weighted average interest rate of the loan portfolio was approximately 11%[43] Assets and Liabilities - As of September 30, 2022, the company's current assets increased to HKD 430,417,000 from HKD 350,359,000 as of March 31, 2022[62] - The company's cash and cash equivalents decreased to HKD 53,143,000 as of September 30, 2022, down from HKD 70,713,000 as of March 31, 2022[62] - The company's capital debt ratio increased to 63% as of September 30, 2022, compared to 31% as of March 31, 2022, primarily due to increased bank borrowings[63] - The total liabilities increased from HKD 159,235 million as of March 31, 2022, to HKD 229,689 million as of September 30, 2022, reflecting a rise of approximately 44%[85] - The company's total equity decreased from HKD 248,308 million as of March 31, 2022, to HKD 242,200 million as of September 30, 2022, a decline of about 2.4%[85] Impairment and Credit Risk - The company’s expected credit loss model assesses receivables based on default probabilities and loss rates, with a net impairment loss of HKD 903,000 recognized in the first half of 2022, compared to HKD 3,597,000 in the same period of 2021[53] - As of September 30, 2022, the remaining impairment provision decreased by 8% to HKD 10,880,000 from HKD 11,783,000 as of March 31, 2022[53] - The company has established a credit risk assessment process that includes a loan-to-value ratio typically within 80% for new loans to mitigate credit risk[50] - The company continues to implement strict controls on overdue receivables to mitigate credit risk[150] Shareholder and Governance - The company has a commitment from a shareholder for an unsecured, interest-free loan, which will not be repaid until the company has sufficient financial resources[175] - The company has complied with all applicable provisions of the Corporate Governance Code during the six months ending September 30, 2022, except for the absence of the chairman at the annual general meeting[197] - The interim financial statements for the six months ending September 30, 2022, have not been audited but were reviewed by the audit committee and the company's auditors[198] - The company did not declare an interim dividend for the six months ended September 30, 2022, consistent with the previous year[186] Employee and Management Compensation - The total employee compensation increased by 23% to HKD 8,938,000 as of September 30, 2022, compared to HKD 7,264,000 as of September 30, 2021, due to an increase in the number of employees in Europe[70] - The total remuneration for key management personnel was HKD 1,998,000 for the six months ended September 30, 2022, down from HKD 3,145,000 in the previous year[181] - Ms. Wang's annual salary has been adjusted to HKD 130,000 effective December 1, 2022, approved by the remuneration committee and the board[196] - Mr. Li's and Ms. Chan's annual salaries have also been adjusted to HKD 520,000 effective December 1, 2022, with similar approvals[196]

Financial Performance - The company's revenue for the fiscal year ending March 31, 2022, decreased by 10% to HKD 761,776,000, down from HKD 842,631,000 in the previous year[28]. - Net profit for the fiscal year dropped by 61% to HKD 14,983,000, compared to HKD 38,689,000 in the prior year[28]. - The group's total revenue for the fiscal year ended March 31, 2022, decreased by 10% to HKD 761,776,000, compared to HKD 842,631,000 in the previous year, while net profit fell by 61% to HKD 14,983,000 from HKD 38,689,000[39]. - The group recorded a profit attributable to shareholders of HKD 12,758,000 for the fiscal year 2022, down from HKD 33,080,000 in 2021, representing a decrease of approximately 61%[94]. Wood Supply Chain Operations - The wood supply chain operations generated revenue of HKD 734,873,000, a decrease of 9% from HKD 807,830,000 in the previous year, with profit dropping by 45% to HKD 16,831,000[30]. - The volume of wood and wood products traded in the wood supply chain operations exceeded 342,000 cubic meters, a 31% decrease from 493,000 cubic meters in the previous year[30]. - The traditional business model within the wood supply chain generated revenue of HKD 511,739,000, down 7% from HKD 551,002,000, and profit of HKD 12,424,000, down 6% from HKD 13,242,000[44]. - The optimized business model for the timber supply chain generated revenue of HKD 223,134,000, a decrease of 13% from HKD 256,828,000 in 2021, with a profit of HKD 4,407,000, down 75% from HKD 17,377,000 in 2021[49]. - The group completed the acquisition of a panel processing plant in Romania to enhance its panel production capacity to meet orders from Chinese customers[34]. - The group plans to continue expanding its wood supply chain operations by establishing more distribution centers and wood processing projects in strategic locations in Europe[34]. Lending Business - The lending business also saw a decrease in profit due to reduced income and increased impairment losses on receivables[28]. - The group's lending business generated revenue of HKD 26,491,000, a decrease of 22% from HKD 34,001,000 in the previous year, and operating profit of HKD 14,463,000, down 45% from HKD 26,466,000[33]. - The total principal amount of new loans granted in fiscal year 2022 was HKD 55,000,000, with interest rates ranging from 8.5% to 13%[79]. - The loan portfolio's book value as of March 31, 2022, was HKD 182,563,000, a decrease from HKD 283,904,000 in the previous year[79]. - The group recorded an increase in impairment losses on receivables, rising 95% to HKD 6,775,000 from HKD 3,478,000 in the previous year[76]. - The group’s lending operations faced challenges due to a cautious approach in granting new loans amid the current economic conditions in Hong Kong[76]. Costs and Expenses - The decline in profit was attributed to increased transportation and freight costs, a decrease in economic activity due to the COVID-19 pandemic, and foreign exchange losses from the depreciation of the Euro[28]. - Administrative expenses and financing costs increased during the fiscal year[28]. - Transportation and freight costs accounted for approximately 30% of the sales cost of European operations, with an increase of about 25% per cubic meter of timber products shipped compared to the previous fiscal year[49]. - Administrative expenses rose by 49% to HKD 34,809,000 in 2022, primarily due to increased employee costs and legal fees related to the resumption of trading[94]. - The financing costs for the year increased to HKD 7,655,000, up from HKD 5,393,000 in 2021, partly due to higher interest on discounted receivables[99]. Foreign Exchange and Economic Impact - The group recorded a net foreign exchange loss of HKD 5,100,000 due to the ongoing economic slowdown in Europe and the depreciation of the Euro caused by the Russia-Ukraine conflict[49]. - The group maintains a cautious strategy for managing foreign exchange risks, particularly due to fluctuations in the Euro and other currencies[107]. - The group recorded a net exchange loss of HKD 5,100,000 during the fiscal year, mainly due to the depreciation of the Euro amid ongoing economic challenges[108]. Strategic Developments - The company established three distribution centers in Slovenia, Romania, and Croatia, and set up two panel processing projects in Romania and one in Croatia during the fiscal year[29]. - The management team has successfully established three distribution centers and two panel processing projects in Romania, along with one in Croatia, to support business growth in Europe[40]. - The company aims to diversify its customer base, revenue sources, product types, and market coverage through its European operations[69]. - The group is actively seeking investment opportunities in European forest assets to develop its sustainable forest management business[72]. Governance and Compliance - The company has complied with all applicable code provisions of the Corporate Governance Code during the year ended March 31, 2022, except for one deviation regarding the attendance of the chairman at the annual general meeting[184]. - The board of directors consists of six members, including three executive directors and three independent non-executive directors[190]. - The company has established a remuneration policy based on employee capabilities, experience, performance, and current market conditions[174]. - The executive committee consists of three executive directors, overseeing daily operations and implementing board-approved strategies[197]. Shareholder Information - The company sold 46,126,666 shares of its common stock for approximately HKD 962,000 during the fiscal year[147]. - Major shareholders include Ms. Wang, Elite Prosperous, and Champion Alliance, each holding 2,444,359,944 shares, representing approximately 26.82% of the issued shares[169]. - The total issued shares of the company as of March 31, 2022, were 9,112,745,318[169].

Financial Performance - For the six months ended September 30, 2021, the group's revenue decreased by 13% to HKD 416,564,000 compared to HKD 477,277,000 for the same period in 2020[11]. - The group's net profit fell by 51% to HKD 10,993,000, down from HKD 22,425,000 in the previous year[11]. - The timber supply chain operations generated revenue of HKD 399,703,000, a 13% decrease from HKD 459,108,000 in the same period last year[12]. - The profit from timber supply chain operations decreased by 27% to HKD 11,487,000, down from HKD 15,758,000 in the previous year[12]. - The traditional business model within the timber supply chain generated revenue of HKD 290,965,000, down from HKD 366,902,000, with hardwood log trading volume exceeding 132,000 cubic meters compared to 178,000 cubic meters in the previous year[13]. - The overall decline in revenue and profit was attributed to increased transportation and freight costs, as well as higher impairment losses on receivables[11]. - Operating profit for the same period was HKD 16,477,000, down 41.8% from HKD 28,329,000 in 2020[76]. - Total comprehensive income for the period was HKD 10,599,000, down 53.3% from HKD 22,673,000 in 2020[78]. - Basic earnings per share for the company were HKD 0.098, down from HKD 0.232 in the same period of 2020[48]. - For the six months ended September 30, 2021, the profit attributable to shareholders was HKD 8,938,000, a decrease of 57.6% compared to HKD 21,085,000 for the same period in 2020[137]. Business Operations - The group continues to establish a global supply sourcing network primarily serving clients in China and other Asian countries[12]. - The management team is focused on maintaining a strong recurring business flow through established supplier and customer relationships[12]. - The optimized business model in the European timber supply chain generated revenue of HKD 108,738,000 in the first half of 2021, up from HKD 92,206,000 in the same period of 2020, representing a growth of approximately 17.9%[14]. - The company established distribution centers in Slovenia, Romania, and Croatia, enhancing its competitive advantage and diversifying its customer base and revenue sources[29]. - The company signed a four-year logging rights agreement in Romania, allowing for timber harvesting in its forest interests[28]. - New business projects are being launched in Europe to diversify and strengthen the timber supply chain business, including distribution centers and processing projects in Croatia[67]. - The company aims to meet customer orders by potentially purchasing additional timber from local suppliers if production capacity is exceeded[29]. Financial Position - Current assets rose to HKD 544,198,000 as of September 30, 2021, up from HKD 482,030,000 on March 31, 2021, with cash and cash equivalents increasing to HKD 120,041,000 from HKD 109,198,000[54]. - The company's current ratio improved to approximately 2.1 as of September 30, 2021, compared to 1.9 on March 31, 2021, reflecting stronger liquidity[54]. - Total borrowings increased to HKD 236,999,000 as of September 30, 2021, up from HKD 112,396,000 on March 31, 2021, with a capital debt ratio rising to 99% from 49%[55]. - Total assets slightly increased by HKD 15,970,000 or 3% to HKD 552,384,000 as of September 30, 2021, compared to HKD 536,414,000 on March 31, 2021[57]. - Equity attributable to owners rose by 4% or HKD 8,806,000 to HKD 239,818,000 as of September 30, 2021, driven by profits from the timber supply chain and lending businesses[57]. Lending Business - The lending business generated revenue of HKD 16,449,000 in the first half of 2021, a decrease of 7% compared to HKD 17,722,000 in the same period of 2020[34]. - Operating profit for the lending business was HKD 10,381,000, down 30% from HKD 14,900,000 year-on-year, primarily due to a 3.3 times increase in impairment losses on receivables to HKD 3,730,000[34]. - The total principal amount of new loans granted during the review period was HKD 22,000,000, with an annual interest rate of 12% and a term of 12 to 18 months[38]. - The cumulative expected credit loss recorded as of September 30, 2021, was HKD 8,738,000, an increase from HKD 5,141,000 as of March 31, 2021[45]. - The weighted average interest rate of the loan and finance lease portfolio reached approximately 11%, with 93% of the portfolio secured by collateral[39]. Costs and Expenses - The increase in administrative expenses and financing costs contributed to the decline in overall profitability[11]. - The company's administrative expenses increased by 33% to HKD 15,124,000, primarily due to rising employee costs and legal fees related to the resumption of trading of the company's shares[48]. - The financing costs increased to HKD 4,338,000 for the period, a rise of 55% from HKD 2,798,000 on September 30, 2020, primarily due to increased interest on discounted receivables[53]. - The group recorded a total employee compensation increase of 33% to HKD 7,264,000 for the first half of 2021, compared to HKD 5,448,000 in the same period of 2020[65]. Foreign Currency and Risk Management - The group has maintained a prudent strategy for foreign currency risk management, balancing foreign currency assets with corresponding liabilities to minimize exchange rate risks[63]. - The group has not experienced significant risks from the appreciation of the Euro due to matching Euro-denominated income and expenses[64]. - The group will continue to monitor foreign currency risks closely and will take appropriate hedging measures when significant risks arise[64]. - The total proportion of Romanian Leu, Croatian Kuna, Brazilian Real, and Renminbi in the group's total transactions, assets, and liabilities is relatively low, resulting in no significant exchange rate risk[64]. Legal and Compliance - The company faces a claim of approximately HKD 1,952,000 related to ongoing litigation, which has been accounted for in other payables[60]. - The company regularly monitors compliance with bank financing covenants, with no breaches reported as of September 30, 2021[165]. Shareholder Information - The total issued and fully paid ordinary shares as of September 30, 2021, amounted to 30,000,000 shares, with a total capital of HKD 575,340,000[181]. - Director Wang Jingyu holds 2,444,359,944 shares, representing approximately 26.84% of the company's issued shares[197]. - No interim dividend was declared for the six months ended September 30, 2021, consistent with the previous year[196].

Financial Performance - The company reported a revenue increase of 36% to HKD 842,631,000 for the fiscal year ending March 31, 2021, compared to HKD 619,241,000 in the previous year[24]. - Net profit rose by 12% to HKD 38,689,000, up from HKD 34,561,000 in the prior year, with a basic earnings per share of HKD 0.36, slightly down from HKD 0.37[24]. - The overall profit attributable to shareholders was HKD 33,080,000, slightly down from HKD 33,709,000 in the previous year[24]. - The group recorded a profit attributable to the owners of HKD 33,080,000 for the fiscal year 2021, compared to HKD 33,709,000 in 2020, with basic earnings per share of HKD 0.36, down from HKD 0.37[86]. Revenue Sources - The timber supply chain and lending businesses contributed significantly to the profit, generating HKD 30,619,000 and HKD 26,466,000 respectively[24]. - The wood supply chain operations generated revenue of HKD 807,830,000, a 38% increase from HKD 583,584,000, and profit of HKD 30,619,000, up 96% from HKD 15,634,000[35]. - The traditional business model generated revenue of HKD 551,002,000, with a profit of HKD 13,242,000, while the optimized business model produced revenue of HKD 256,828,000 and profit of HKD 17,377,000[37][38]. - The lending business generated revenue of HKD 34,001,000, with operating profit of HKD 26,466,000, although operating profit decreased by 10% due to a 106% increase in loan impairment losses[26]. Timber Operations - The timber supply chain operations in Europe achieved remarkable growth, with revenue increasing by 38% to HKD 807,830,000 and operating profit rising by 96% to HKD 30,619,000[25]. - The volume of timber and wood products traded increased by over 493,000 cubic meters, a 50% rise from 329,000 cubic meters in the previous year[25]. - The company is expanding its wood supply chain operations in Europe, establishing new distribution centers and processing projects in Croatia[28]. - The wood supply chain operations have established distribution centers in Slovenia, Romania, and Croatia, enhancing procurement from various European countries and primarily selling to customers in China and other Asian countries[51]. Management and Strategy - The management team in Europe played a crucial role in the significant business development of the timber supply chain operations[25]. - The company is committed to sustainable forest management and responsible sourcing practices as part of its operational strategy[42]. - The wood supply chain operations are supported by an experienced management team with a robust network of suppliers and customers, driving continuous business growth[34]. - The company plans to continue exploring new business opportunities while managing its wood supply chain and lending operations cautiously due to the unpredictable nature of the pandemic[29]. Financial Position - As of March 31, 2021, the company had current assets of HKD 482,030,000 and cash and cash equivalents of HKD 109,198,000, with a current ratio of approximately 1.9, up from 1.5 in the previous year[76]. - The company’s loan and leasing portfolio had a total book value of HKD 283,904,000 as of March 31, 2021, down from HKD 312,425,000 in 2020, reflecting a focus on maintaining credit quality[57]. - The company’s total borrowings of the group amounted to HKD 112,396,000, a decrease from HKD 116,997,000 in 2020, resulting in a capital-to-debt ratio of 49%, down from 59% in the previous year[78]. - The total assets of the group slightly decreased by HKD 22,658,000 or 4% to HKD 536,414,000 as of March 31, 2021, compared to HKD 559,072,000 in 2020[79]. Corporate Governance - The company has complied with all applicable corporate governance code provisions, except for the absence of the chairman at the annual general meeting[157]. - The board consists of six directors, with three executive directors and three independent non-executive directors, ensuring a diverse skill set and experience[161]. - The company has adopted a nomination policy to ensure the suitability of candidates for the board, considering qualifications, experience, and diversity[178]. - The audit committee is responsible for reviewing the effectiveness of the group's risk management and internal control systems[182]. Environmental and Social Responsibility - The company encourages environmental protection and has implemented green office measures, including reducing waste and minimizing greenhouse gas emissions[96]. - The company is committed to regular reviews of its environmental practices to ensure compliance with applicable regulations and to improve its environmental performance[96]. - The company emphasizes the importance of sustainable business practices, particularly in its forest-related operations[96]. Shareholder Information - The company did not recommend any final dividend for the year ended March 31, 2021, consistent with the previous year[119]. - The company’s total issued share capital as of March 31, 2021, was approximately 9,105,709,503 shares, with a significant shareholder holding 26.84%[138]. - The company’s reserves included a share premium of HKD 67,546,000 and retained earnings of HKD 2,938,375,000 as of March 31, 2021[127]. - The company has established multiple communication channels with shareholders, investors, and other stakeholders, including annual general meetings, annual reports, interim reports, announcements, and the company website[199].

[Company Information](index=5&type=section&id=Company%20Information) This section provides details on the company's board, committees, banks, registered office, share registrar, auditor, stock trading information, and website [Company Basic Information and Governance Structure](index=5&type=section&id=Company%20Basic%20Information%20and%20Governance%20Structure) The report details the board members, committee composition, principal bankers, Hong Kong head office, share registrar, auditor, share trading information, and company website for China Universal Holdings Limited - Board members include executive directors (Ms. Wang Jingyu, Mr. Li Mingwei, Ms. Chan Yuk Yee) and independent non-executive directors (Mr. Ren Guangzhen, Mr. Jiang Bin, Mr. Chai Zhiqiang)[7](index=7&type=chunk) - The company has an Executive Committee, Audit Committee, Remuneration Committee, and Nomination Committee[7](index=7&type=chunk) - Principal bankers include Bank of Communications Co., Ltd. Hong Kong Branch, Bank of Communications (Hong Kong) Limited, and Dah Sing Bank, Limited[7](index=7&type=chunk) - The company's shares are listed on the Hong Kong Stock Exchange, stock code **723**[7](index=7&type=chunk) [Management Discussion and Analysis](index=6&type=section&id=Management%20Discussion%20and%20Analysis) This section details the Group's business performance, financial position, risk management, human resources, and future outlook for the interim period of 2020 [Overall Business Performance](index=6&type=section&id=Overall%20Business%20Performance) Despite challenges from COVID-19 and the US-China trade war, the Group achieved significant growth in revenue and net profit, primarily driven by strong performance in timber supply chain and money lending businesses - The Group recorded excellent financial performance in an adverse business environment, with revenue increasing by **130% to HKD 477,277,000** and net profit by **64% to HKD 22,425,000**[10](index=10&type=chunk) - Timber supply chain and money lending businesses were the main profit contributors, generating profits of **HKD 15,758,000** and **HKD 14,900,000** respectively[10](index=10&type=chunk) - The Group continues to operate four business segments: forest-related businesses (timber supply chain and sustainable forest management), money lending, and property leasing[10](index=10&type=chunk) [Forest-Related Businesses](index=6&type=section&id=Forest-Related%20Businesses) Forest-related businesses include timber supply chain and sustainable forest management, with the former seeing significant growth in revenue and profit due to European expansion, while the latter's revenue declined due to Brazilian Real depreciation and contract completion - Timber supply chain business revenue increased by **141% to HKD 459,108,000**, and profit increased by **220% to HKD 15,758,000**[11](index=11&type=chunk) - Timber and wood product transaction volume increased by **152% to over 255,000 cubic meters**, mostly on a CFR (Cost and Freight) basis[11](index=11&type=chunk) - Sustainable forest management business revenue decreased by **53% to HKD 447,000**, resulting in a loss of **HKD 347,000**[19](index=19&type=chunk) - The decline in sustainable forest management revenue was mainly due to the depreciation of the Brazilian Real and the completion of licensing contracts[19](index=19&type=chunk) [Timber Supply Chain](index=6&type=section&id=Timber%20Supply%20Chain) The timber supply chain business, serving China and Asian clients through a global network (Europe, Oceania, Africa), saw substantial growth in revenue and profit, driven by increased transaction volumes and the expansion of an optimized business model in Europe - Business revenue and profit grew significantly, partly due to new timber transaction volumes in the European timber supply chain business and natural growth in existing operations[11](index=11&type=chunk) - Established a solid base of **over 40 active customers and more than 60 suppliers**, offering a wide range of timber and wood products[12](index=12&type=chunk) - Traditional business model revenue was **HKD 366,902,000**, while the optimized business model (European distribution centers and timber processing enterprises) contributed **HKD 92,206,000** in revenue[14](index=14&type=chunk)[15](index=15&type=chunk) - Established distribution centers in Slovenia, Romania, and Croatia, and a timber processing enterprise in Romania, enhancing competitive advantage and expanding customer base, revenue sources, and product variety[16](index=16&type=chunk) [Sustainable Forest Management](index=8&type=section&id=Sustainable%20Forest%20Management) Since suspending logging in 2012, the Group manages its Brazilian forest assets by granting logging rights licenses, with over 50% of the forest area licensed; however, revenue declined significantly this period due to Brazilian Real depreciation and contract completion, leading to a loss - The Group has granted logging rights licenses for **over 50%** of its **44,500 hectares** of forest area[19](index=19&type=chunk) - This business generated revenue of **HKD 447,000** (a **53% year-on-year decrease**) and incurred a loss of **HKD 347,000**[19](index=19&type=chunk) - Revenue reduction was mainly due to the depreciation of the Brazilian Real and the completion of licensing contracts[19](index=19&type=chunk) [Money Lending Business](index=8&type=section&id=Money%20Lending%20Business) Despite social unrest in Hong Kong and the COVID-19 pandemic, the money lending business achieved encouraging results with increased revenue and operating profit, having granted new loans totaling HKD 64,000,000 and maintaining a healthy loan portfolio, 88% of which is secured - Money lending business revenue increased by **10% to HKD 17,722,000**, and operating profit increased by **11% to HKD 14,900,000**[20](index=20&type=chunk) - New loans with a total principal of **HKD 64,000,000** were granted during the period, with annual interest rates ranging from **10% to 13%** and terms of **6 to 24 months**[20](index=20&type=chunk) - The carrying value of the loan and finance lease portfolio totaled **HKD 297,461,000**, comprising **33 loans and finance leases**[20](index=20&type=chunk) - **88%** of the loan portfolio is secured, with a weighted average interest rate of approximately **11%**, indicating healthy credit quality[25](index=25&type=chunk) - The Group has issued **HKD 50,000,000** in interest-bearing notes to fund the development of its money lending business and pave the way for future fundraising from the Hong Kong capital market[29](index=29&type=chunk) [Loan Portfolio Analysis](index=9&type=section&id=Loan%20Portfolio%20Analysis) The Group's loan portfolio primarily consists of first mortgage loans (83%), corporate loans (12%), second mortgage loans (3%), and finance leases (2%), mostly secured by Hong Kong properties or vehicles, with an average loan amount of approximately HKD 9,000,000 Loan/Finance Lease Categories and Proportions | Loan╱Finance Lease Category | Approximate Proportion of the Group's Loan and Finance Lease Portfolio Carrying Value | Annual Interest Rate | Original Maturity Date | Remarks | | :-------------------------- | :-------------------------------------------------------------------- | :------------------- | :------------------- | :------ | | First Mortgage Loans | 83% | 8.75%–14.5% | Within three years | Loans secured by properties located in Hong Kong | | Second Mortgage Loans | 3% | 13.5%–18% | Within two years | Loans secured by properties located in Hong Kong | | Corporate Loans | 12% | 9%–12.5% | Within one year | Loans primarily granted to companies listed in Hong Kong | | Finance Leases | 2% | 11% | Within three years | Finance leases secured by vehicles | - Average loan amount is approximately **HKD 9,000,000**, with **88% secured** and a weighted average interest rate of approximately **11%**[25](index=25&type=chunk) [Risk Management and Credit Assessment](index=9&type=section&id=Risk%20Management%20and%20Credit%20Assessment) The Group has established clear credit policies, guidelines, monitoring, and procedures covering the entire loan processing cycle from information verification, credit assessment, loan approval, monitoring, to collection, to effectively manage money lending business risks - Clear credit policies, guidelines, monitoring, and procedures are in place, covering all aspects of loan application processing[25](index=25&type=chunk) - A credit assessment mechanism is used to evaluate the credit quality of potential borrowers and define credit limits, reviewed regularly by management[25](index=25&type=chunk) - A provision of **HKD 2,734,000** (March 31, 2020: HKD 1,980,000) has been made for expected credit losses on loans receivable[29](index=29&type=chunk) [Property Leasing](index=11&type=section&id=Property%20Leasing) The Group held no investment properties during the interim period and is cautiously evaluating potential acquisition opportunities due to Hong Kong's volatile real estate market, prioritizing allocation of financial resources to higher-return money lending and forest-related businesses - The Group held **no investment properties** during the period[31](index=31&type=chunk) - Management is cautiously evaluating potential acquisition opportunities due to the volatile Hong Kong real estate market[31](index=31&type=chunk) - The current strategy is to prioritize allocating financial resources to money lending and forest-related businesses[31](index=31&type=chunk) [Financial Review](index=11&type=section&id=Financial%20Review) The Group recorded profit growth and increased basic earnings per share during the interim period, with administrative expenses rising primarily due to increased staff costs in the European timber supply chain business, and financing through shareholder loans, bank trade financing, and issued notes to support expansion and working capital - Profit attributable to owners of the Company increased by **55% to HKD 21,085,000**, and basic earnings per share increased by **55% to HKD 0.232 cents**[32](index=32&type=chunk) - Administrative expenses increased by **39% to HKD 11,367,000**, mainly due to increased staff costs and administrative expenses in the European timber supply chain business[32](index=32&type=chunk) - Major shareholder Champion Alliance provided **HKD 200,000,000** in loan financing, with an outstanding amount of **HKD 190,000,000**[33](index=33&type=chunk) - Secured **HKD 314,000,000** in general trade financing and **USD 150,000,000** and **HKD 50,000,000** in bill discounting financing from reputable Hong Kong banks[33](index=33&type=chunk) - Issued the first tranche of **HKD 50,000,000** three-year notes at an annual interest rate of **7.125%**, secured by assets of the money lending subsidiary[34](index=34&type=chunk) [Liquidity and Financial Resources](index=12&type=section&id=Liquidity%20and%20Financial%20Resources) The Group's current assets and cash and cash equivalents increased, resulting in a strong current ratio and a slight decrease in the gearing ratio; management believes existing financing arrangements provide sufficient working capital and financial resources - Current assets increased to **HKD 534,380,000** (March 31, 2020: HKD 474,175,000), and cash and cash equivalents increased to **HKD 122,591,000** (March 31, 2020: HKD 96,981,000)[36](index=36&type=chunk) - The current ratio was approximately **1.9** (March 31, 2020: 1.5), primarily due to increased loans receivable, higher cash levels, and reduced trade payables[36](index=36&type=chunk) - The gearing ratio slightly decreased to **55%** (March 31, 2020: 59%), mainly due to increased profit during the period[37](index=37&type=chunk) - Equity attributable to owners of the Company increased by **11% to HKD 219,061,000**, primarily from profits in the timber supply chain and money lending businesses[38](index=38&type=chunk) [Pledged Assets](index=13&type=section&id=Pledged%20Assets) The Group has pledged all business, property, and assets of its money lending subsidiary as a first floating charge to secure the three-year notes, and bills receivable are also pledged to banks as collateral for advances - A debenture has been issued, creating a first floating charge over all business, property, and assets of the money lending subsidiary as collateral for the three-year notes[40](index=40&type=chunk) - **HKD 69,655,000** in bills receivable has been pledged to banks as collateral for advances against bills receivable[40](index=40&type=chunk) [Contingent Liabilities](index=13&type=section&id=Contingent%20Liabilities) Apart from the litigation disclosed in note 21 to the condensed consolidated interim financial statements, the Group had no other significant contingent liabilities at the end of the reporting period - The Group had **no other significant contingent liabilities** as of September 30, 2020, except for litigation disclosed in note 21[41](index=41&type=chunk) [Litigation](index=13&type=section&id=Litigation) The Group faces a claim of approximately HKD 1,776,000 related to a contract dispute between a wholly-owned Brazilian subsidiary and a service provider; the case has been appealed to the Supreme Court, with the outcome pending, and the claim amount is included in other payables - The Group faces a claim of approximately **HKD 1,776,000** (approximately **BRL 1,291,000**)[42](index=42&type=chunk) - The litigation involves a service agreement dispute between wholly-owned subsidiary UTRB and F Um Terraplanagem, with UTRB having appealed to the Supreme Court[42](index=42&type=chunk) - The claim amount has been included in other payables[42](index=42&type=chunk) [Foreign Exchange Risk](index=13&type=section&id=Foreign%20Exchange%20Risk) Operating primarily in Europe, Brazil, and Hong Kong, the Group faces potential foreign exchange risks from the Euro, Brazilian Real, and Renminbi; during the period, Euro appreciation against the HKD resulted in exchange gains, while fluctuations in Romanian Leu, Renminbi, and Brazilian Real were not significant - The Group faces potential foreign exchange risks from the **Euro, Brazilian Real, and Renminbi**[43](index=43&type=chunk) - Benefited from approximately **9% appreciation of the Euro against the HKD** during the period, recording exchange gains[44](index=44&type=chunk) - Exchange rate fluctuation risks for the **Romanian Leu, Renminbi, and Brazilian Real were not significant**[44](index=44&type=chunk) - No hedging was undertaken for unrealized and non-cash foreign exchange risks[44](index=44&type=chunk) [Human Resources and Remuneration Policy](index=14&type=section&id=Human%20Resources%20and%20Remuneration%20Policy) As of September 30, 2020, the Group had 46 employees, with total remuneration increasing by 47% primarily due to an increase in staff in the European timber supply chain business; the company remunerates employees based on market practice, individual capability, performance, and applicable laws, providing benefits and training - The Group has **46 employees** (including directors) across Hong Kong, China, Europe, and Brazil[46](index=46&type=chunk) - Total remuneration paid to employees (including directors) increased by **47% to HKD 5,448,000**, mainly due to increased staff in the European timber supply chain business[46](index=46&type=chunk) - Remuneration policy is based on market practice, individual capability, experience, and performance, offering paid leave, annual bonuses, provident funds, medical insurance, and training programs[46](index=46&type=chunk) [Prospects](index=14&type=section&id=Prospects) Management remains cautiously optimistic about the Group's future financial performance, continuing to pursue internal growth and vertical expansion opportunities, having established new distribution centers in Europe and expanded its supplier and customer base to diversify and strengthen forest-related businesses - Management remains **cautiously optimistic** about the financial performance for the year ending March 31, 2021[48](index=48&type=chunk) - Will continue to explore internal growth and vertical expansion business opportunities to further expand operations and create new value for shareholders[47](index=47&type=chunk) - Established a new distribution center in Croatia, signed contracts with **over 30 new suppliers** in Europe, and successfully recruited **over 15 new Chinese customers**[47](index=47&type=chunk) - Will continue to adopt a prudent approach to managing timber supply chain and money lending businesses, and cautiously identify new business opportunities to mitigate the adverse effects of the COVID-19 pandemic[48](index=48&type=chunk) [Listing Status](index=15&type=section&id=Listing%20Status) The Company's shares have been suspended from trading since October 10, 2018, and have entered the second stage of the Stock Exchange's delisting process, requiring a viable resumption proposal by March 19, 2021, to demonstrate a substantial and sustainable business model - The Company's shares have been **suspended from trading since October 10, 2018**[76](index=76&type=chunk) - The Stock Exchange has placed the Company in the **second stage of the delisting process**, requiring a viable resumption proposal by **March 19, 2021**[51](index=51&type=chunk) - The Company is preparing a resumption proposal to demonstrate that it has a substantial business and that its business model is viable and sustainable[51](index=51&type=chunk) [Financial Statements](index=16&type=section&id=Financial%20Statements) This section presents the Group's condensed consolidated interim financial statements, including the review report, statements of profit or loss and other comprehensive income, financial position, changes in equity, and cash flows [Review Report on Condensed Consolidated Interim Financial Statements](index=16&type=section&id=Review%20Report%20on%20Condensed%20Consolidated%20Interim%20Financial%20Statements) Grant Thornton Hong Kong Limited, independent auditor, reviewed the Group's condensed consolidated interim financial statements in accordance with Hong Kong Standard on Review Engagements 2410, concluding that they are prepared in all material respects in accordance with International Accounting Standard 34 "Interim Financial Reporting" - Grant Thornton Hong Kong Limited has reviewed the condensed consolidated interim financial statements[53](index=53&type=chunk) - The review was conducted in accordance with Hong Kong Standard on Review Engagements 2410 issued by the Hong Kong Institute of Certified Public Accountants[54](index=54&type=chunk) - The conclusion is that the financial statements are prepared in all material respects in accordance with International Accounting Standard 34 "Interim Financial Reporting"[56](index=56&type=chunk) [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=18&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) The Group's condensed consolidated statement of profit or loss and other comprehensive income for the six months ended September 30, 2020, shows significant growth in both revenue and profit for the period, primarily driven by strong performance in the timber supply chain business, with exchange rate changes also contributing positively to comprehensive income Key Financial Performance Data (Six Months Ended September 30) | Indicator | 2020 (HKD thousands) | 2019 (HKD thousands) | Year-on-Year Change | | :-------- | :------------------- | :------------------- | :------------------ | | Revenue | 477,277 | 207,831 | +130% | | Cost of sales | (437,881) | (184,023) | +138% | | Other income | 1,054 | – | N/A | | Administrative expenses | (11,367) | (8,184) | +39% | | Operating profit | 28,329 | 14,488 | +95.5% | | Net finance costs | (2,548) | (227) | +1022% | | Profit before tax | 25,781 | 14,261 | +80.8% | | Income tax expense | (3,356) | (618) | +443% | | Profit for the period | 22,425 | 13,643 | +64.4% | | Profit attributable to owners of the Company | 21,085 | 13,643 | +54.5% | | Profit attributable to non-controlling interests | 1,340 | – | N/A | | Basic earnings per share | 0.232 HK cents | 0.150 HK cents | +54.7% | | Diluted earnings per share | 0.229 HK cents | 0.148 HK cents | +54.7% | | Exchange differences arising from translation of overseas operations | 248 | (160) | N/A | | Total comprehensive income for the period | 22,673 | 13,483 | +68.2% | [Condensed Consolidated Statement of Financial Position](index=20&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of September 30, 2020, the Group's condensed consolidated statement of financial position shows a slight decrease in total assets but a significant increase in net current assets, reflecting improved liquidity, with equity attributable to owners of the Company growing due to profit for the period Key Financial Position Data (As of September 30) | Indicator | September 30, 2020 (HKD thousands) | March 31, 2020 (HKD thousands) | Change | | :-------- | :--------------------------------- | :------------------------------- | :----- | | Non-current assets | 23,030 | 84,897 | -72.8% | | Current assets | 534,380 | 474,175 | +12.7% | | Current liabilities | 283,742 | 306,591 | -7.4% | | Net current assets | 250,638 | 167,584 | +49.6% | | Total assets less current liabilities | 273,668 | 252,481 | +8.4% | | Non-current liabilities | 52,711 | 53,805 | -2.0% | | Net assets | 220,957 | 198,676 | +11.2% | | Total equity attributable to owners of the Company | 219,061 | 197,917 | +10.7% | | Non-controlling interests | 1,896 | 759 | +149.8% | | Total equity | 220,957 | 198,676 | +11.2% | - Current ratio was approximately **1.9** (March 31, 2020: 1.5), indicating enhanced liquidity[36](index=36&type=chunk) - Total assets slightly decreased by **0.3% to HKD 557,410,000**[38](index=38&type=chunk) [Condensed Consolidated Statement of Changes in Equity](index=21&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) For the six months ended September 30, 2020, the Group's total equity increased from HKD 198,676,000 at the beginning of the period to HKD 220,957,000, primarily due to profit for the period and exchange differences arising from the translation of financial statements of overseas subsidiaries Equity Changes Overview (Six Months Ended September 30) | Indicator | September 30, 2020 (HKD thousands) | April 1, 2020 (HKD thousands) | Change | | :-------- | :--------------------------------- | :------------------------------ | :----- | | Total equity attributable to owners of the Company | 219,061 | 197,917 | +21,144 | | Non-controlling interests | 1,896 | 759 | +1,137 | | Total equity | 220,957 | 198,676 | +22,281 | - Profit for the period contributed **HKD 22,425,000**, of which **HKD 21,085,000** was attributable to owners of the Company[68](index=68&type=chunk) - Exchange differences arising from the translation of financial statements of overseas subsidiaries resulted in a gain of **HKD 248,000**[68](index=68&type=chunk) [Condensed Consolidated Statement of Cash Flows](index=22&type=section&id=Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) For the six months ended September 30, 2020, the Group's net cash from operating activities significantly increased, while investing and financing activities resulted in net outflows; cash and cash equivalents at the end of the period increased from the beginning, reflecting an overall improvement in cash position Key Cash Flow Data (Six Months Ended September 30) | Indicator | 2020 (HKD thousands) | 2019 (HKD thousands) | Change | | :-------- | :------------------- | :------------------- | :----- | | Net cash from operating activities | 26,622 | 2,373 | +1022% | | Net cash (used in)/from investing activities | (46) | 21,778 | N/A | | Net cash (used in)/from financing activities | (1,456) | 5,904 | N/A | | Net increase in cash and cash equivalents | 25,120 | 30,055 | -16.4% | | Cash and cash equivalents at beginning of period | 96,981 | 25,433 | +281.3% | | Effect of exchange rate changes | 490 | 111 | +341.4% | | Cash and cash equivalents at end of period | 122,591 | 55,599 | +120.5% | - Net cash from operating activities significantly increased, indicating stronger cash generation from core businesses[73](index=73&type=chunk) - Financing activities shifted from net inflow to net outflow, mainly due to repayment of bank advances and payment of dividends to non-controlling shareholders[73](index=73&type=chunk) [Notes to the Condensed Consolidated Interim Financial Statements](index=23&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Interim%20Financial%20Statements) This section provides detailed notes to the condensed consolidated interim financial statements, covering company information, basis of preparation, significant accounting policies, segment information, revenue, other income, profit before tax, income tax expense, dividends, earnings per share, property, plant and equipment, trade and other receivables, loans receivable, finance lease receivables, trade and other payables, bank borrowings, bills payable, lease liabilities, amounts due from a shareholder, share capital, litigation, significant related party transactions, approval for issue, and post-reporting period events [1. Company Information](index=23&type=section&id=1.%20Company%20Information) The Company is an exempted company incorporated in Bermuda, with shares listed on the Main Board of the Stock Exchange but suspended from trading since October 10, 2018; its principal activities are investment holding and management services, with subsidiaries engaged in money lending, forest-related businesses, and property leasing - The Company is incorporated in Bermuda, with shares listed on the Main Board of the Stock Exchange but **suspended from trading since October 10, 2018**[76](index=76&type=chunk) - Principal activities are investment holding and provision of management services, with subsidiary businesses including money lending, forest-related businesses (sustainable forest management and timber supply chain), and property leasing[76](index=76&type=chunk) [2. Basis of Preparation](index=23&type=section&id=2.%20Basis%20of%20Preparation) The condensed consolidated interim financial statements are prepared in accordance with Appendix 16 of the Listing Rules, International Financial Reporting Standards, and International Accounting Standard 34 "Interim Financial Reporting," and have been reviewed by independent auditors; the statements are presented in HKD, with all amounts stated in thousands - The statements comply with Appendix 16 of the Listing Rules and International Accounting Standard 34 "Interim Financial Reporting"[77](index=77&type=chunk) - Reviewed by Grant Thornton Hong Kong Limited in accordance with Hong Kong Standard on Review Engagements 2410[77](index=77&type=chunk) - Statements are presented in **HKD**, with all amounts stated in **thousands**[79](index=79&type=chunk) [3. Summary of Significant Accounting Policies](index=23&type=section&id=3.%20Summary%20of%20Significant%20Accounting%20Policies) The condensed consolidated interim financial statements are prepared under the historical cost convention and incorporate new and revised standards, amendments, and interpretations issued by the IASB, which have not had a significant impact on the results and financial position for the current and prior periods - Statements are prepared under the **historical cost convention**[80](index=80&type=chunk) - First-time application of amendments to IFRS 3, IFRS 16, IFRS 9, IAS 39, IAS 7, IAS 1, and IAS 8[83](index=83&type=chunk) - These developments have **not had a significant impact** on the results and financial position for the current and prior periods[83](index=83&type=chunk) [4. Segment Information](index=24&type=section&id=4.%20Segment%20Information) The Group's reportable segments are categorized by business line (money lending, sustainable forest management, timber supply chain, property leasing) and geographical location, with the timber supply chain business contributing the most to revenue and segment results, followed by money lending, and property leasing having no revenue this period - The Group's operating segments include money lending, sustainable forest management, timber supply chain, and property leasing[85](index=85&type=chunk)[86](index=86&type=chunk)[87](index=87&type=chunk)[88](index=88&type=chunk) Segment Revenue and Results (Six Months Ended September 30) | Segment | 2020 Revenue (HKD thousands) | 2019 Revenue (HKD thousands) | 2020 Segment Results (HKD thousands) | 2019 Segment Results (HKD thousands) | | :------ | :--------------------------- | :--------------------------- | :----------------------------------- | :----------------------------------- | | Money Lending | 17,722 | 16,171 | 14,900 | 13,416 | | Sustainable Forest Management | 447 | 950 | (347) | (127) | | Timber Supply Chain | 459,108 | 190,615 | 15,758 | 4,920 | | Property Leasing | – | 95 | – | 13 | | **Total** | **477,277** | **207,831** | **30,311** | **18,222** | - The timber supply chain business is the **primary contributor to revenue and segment results**, followed by the money lending business[92](index=92&type=chunk) - Sustainable forest management business continues to incur losses, and the property leasing business had **no revenue** this period[92](index=92&type=chunk) [5. Revenue](index=29&type=section&id=5.%20Revenue) The Group's revenue primarily stems from sales in the timber supply chain business, followed by interest income from money lending; this period saw significant growth in timber supply chain sales revenue, while income from granting logging rights and property leasing decreased or was zero Revenue Composition (Six Months Ended September 30) | Revenue Source | 2020 (HKD thousands) | 2019 (HKD thousands) | | :------------- | :------------------- | :------------------- | | Sales from timber supply chain business | 459,108 | 190,615 | | Interest income from money lending business | 17,605 | 15,554 | | Arrangement fee income from money lending business | 117 | 617 | | Income from granting logging rights | 447 | 950 | | Income from property leasing | – | 95 | | **Total** | **477,277** | **207,831** | - Sales revenue from the timber supply chain business increased by **141% year-on-year** (HKD 459,108 thousand vs HKD 190,615 thousand)[108](index=108&type=chunk) - Interest income from money lending business increased by **13.2% year-on-year** (HKD 17,605 thousand vs HKD 15,554 thousand)[108](index=108&type=chunk) [6. Other Income](index=29&type=section&id=6.%20Other%20Income) Other income for the period, totaling HKD 1,054,000, primarily comprised government grants and sundry income, with no such income in the prior year; government grants mainly originated from the Hong Kong SAR Government's Anti-epidemic Fund Other Income Composition (Six Months Ended September 30) | Income Source | 2020 (HKD thousands) | 2019 (HKD thousands) | | :------------ | :------------------- | :------------------- | | Government grants | 864 | – | | Sundry income | 190 | – | | **Total** | **1,054** | **–** | - Government grants originated from the Hong Kong SAR Government's Anti-epidemic Fund, aimed at alleviating financial burdens on enterprises[109](index=109&type=chunk) [7. Profit Before Tax](index=30&type=section&id=7.%20Profit%20Before%20Tax) The Group's profit before tax was HKD 25,781,000, primarily impacted by increased net finance costs, higher staff costs, inventory costs, depreciation expenses, and an increase in impairment provisions for loans receivable Profit Before Tax Components (Six Months Ended September 30) | Item | 2020 (HKD thousands) | 2019 (HKD thousands) | | :--- | :------------------- | :------------------- | | Net finance costs | 2,548 | 227 | | Staff costs (including directors' emoluments) | 5,448 | 3,718 | | Cost of inventories | 403,792 | 170,501 | | Depreciation of property, plant and equipment | 105 | 44 | | Depreciation of right-of-use assets | 881 | 762 | | Impairment loss on loans receivable | 863 | 1,054 | | Reversal of impairment loss on loans receivable | (109) | – | - Net finance costs significantly increased to **HKD 2,548,000**, mainly due to interest on bills payable and discounted bills receivable[113](index=113&type=chunk) - Staff costs increased by **47% to HKD 5,448,000**[113](index=113&type=chunk) - Net impairment loss on loans receivable was **HKD 754,000**[113](index=113&type=chunk) [8. Income Tax Expense](index=31&type=section&id=8.%20Income%20Tax%20Expense) The Group's income tax expense was HKD 3,356,000, primarily consisting of Hong Kong profits tax and Romanian corporate income tax; Hong Kong profits tax is accrued at a uniform rate of 16.5%, with qualifying subsidiaries taxed at 8.25% for the first HKD 2,000,000 under the two-tiered tax rate regime Income Tax Expense (Six Months Ended September 30) | Tax Category | 2020 (HKD thousands) | 2019 (HKD thousands) | | :----------- | :------------------- | :------------------- | | Hong Kong profits tax | 3,306 | 618 | | Romanian corporate income tax | 50 | – | | **Total** | **3,356** | **618** | - Hong Kong profits tax is accrued at a **uniform rate of 16.5%**, with qualifying subsidiaries taxed at **8.25%** for the first **HKD 2,000,000** under the two-tiered tax rate regime[116](index=116&type=chunk) [9. Dividends](index=31&type=section&id=9.%20Dividends) The Board of Directors does not recommend the payment or declaration of any interim dividend for the six months ended September 30, 2020 - The Board of Directors does **not recommend** the payment or declaration of any dividend for the six months ended September 30, 2020[118](index=118&type=chunk) [10. Earnings Per Share](index=32&type=section&id=10.%20Earnings%20Per%20Share) The Group's basic earnings per share for the six months ended September 30, 2020, was HKD 0.232 cents, and diluted earnings per share was HKD 0.229 cents, both showing an increase compared to the prior year Earnings Per Share (Six Months Ended September 30) | Indicator | 2020 | 2019 | | :-------- | :------------- | :------------- | | Basic earnings per share | 0.232 HK cents | 0.150 HK cents | | Diluted earnings per share | 0.229 HK cents | 0.148 HK cents | - The weighted average number of ordinary shares used for basic earnings per share calculation was **9,105,710 thousand shares**[121](index=121&type=chunk) - The potential dilutive effect from convertible preference shares was **106,283 thousand shares**[121](index=121&type=chunk) [11. Property, Plant and Equipment](index=32&type=section&id=11.%20Property,%20Plant%20and%20Equipment) During the six months ended September 30, 2020, the Group acquired property, plant, and equipment totaling HKD 216,000 - The Group acquired property, plant, and equipment totaling **HKD 216,000** during the period[122](index=122&type=chunk) [12. Trade and Other Receivables](index=33&type=section&id=12.%20Trade%20and%20Other%20Receivables) The Group's total trade and other receivables amounted to HKD 104,520,000; trade receivables, net of impairment provisions, were HKD 2,499,000, of which HKD 2,294,000 was overdue, and HKD 69,655,000 in bills receivable were discounted with full recourse to banks Trade and Other Receivables (As of September 30) | Item | September 30, 2020 (HKD thousands) | March 31, 2020 (HKD thousands) | | :--- | :--------------------------------- | :------------------------------- | | Trade receivables (net) | 2,499 | 6,199 | | Bills receivable | 73,849 | 77,628 | | Interest receivable | 10,223 | 6,664 | | Other receivables | 1,115 | 5,805 | | Trade and logging deposits | 15,023 | 7,681 | | Other deposits and prepayments | 1,811 | 2,093 | | **Total** | **104,520** | **106,220** | - **HKD 2,294,000** of trade receivables were overdue and unsecured[128](index=128&type=chunk) - **HKD 69,655,000** in bills receivable were discounted with full recourse to banks, with maturity dates less than 90 days[129](index=129&type=chunk) - Trade and logging deposits increased to **HKD 15,023,000**, mainly related to prepayments for the timber supply chain business[130](index=130&type=chunk) [13. Loans Receivable](index=35&type=section&id=13.%20Loans%20Receivable) The Group's total loans receivable amounted to HKD 292,161,000, with HKD 279,017,000 as current portion; all loans are denominated in HKD, with annual interest rates ranging from 8.75% to 18%, 88% of which are secured, and an impairment provision of HKD 2,734,000 has been made Loans Receivable (As of September 30) | Item | September 30, 2020 (HKD thousands) | March 31, 2020 (HKD thousands) | | :--- | :--------------------------------- | :------------------------------- | | Fixed-rate loans receivable (gross) | 294,895 | 308,870 | | Less: Impairment provision | (2,734) | (1,980) | | **Loans receivable (net)** | **292,161** | **306,890** | | Current portion | 279,017 | 234,230 | | Non-current portion | 13,144 | 72,660 | | Secured | 256,346 | 276,471 | | Unsecured | 35,815 | 30,419 | - All loans are denominated in **HKD**, with annual interest rates ranging from **8.75% to 18%**[132](index=132&type=chunk) - **HKD 256,346,000** of loans receivable are secured by borrowers' properties[136](index=136&type=chunk) - An impairment provision of **HKD 2,734,000** has been made for loans receivable[136](index=136&type=chunk) [14. Finance Lease Receivables](index=36&type=section&id=14.%20Finance%20Lease%20Receivables) The Group's total finance lease receivables amounted to HKD 5,300,000, with HKD 4,402,000 as current assets; all finance leases are denominated in HKD, with an effective annual interest rate of 11%, and none were overdue or impaired at the reporting date Finance Lease Receivables (As of September 30) | Item | September 30, 2020 (HKD thousands) | March 31, 2020 (HKD thousands) | | :--- | :--------------------------------- | :------------------------------- | | Within one year (present value) | 4,402 | 3,347 | | After one year but within five years (present value) | 898 | 2,188 | | **Total present value of finance lease receivables** | **5,300** | **5,535** | - Finance lease receivables are denominated in **HKD**, with an effective annual interest rate of **11%**[139](index=139&type=chunk) - All finance lease receivables were **neither overdue nor impaired**, and are secured by the leased assets[139](index=139&type=chunk) [15. Trade and Other Payables](index=37&type=section&id=15.%20Trade%20and%20Other%20Payables) The Group's total trade and other payables amounted to HKD 17,286,000, a significant decrease from the beginning of the period; trade payables and bills payable totaled HKD 8,124,000, with an average credit period of within 30 days Trade and Other Payables (As of September 30) | Item | September 30, 2020 (HKD thousands) | March 31, 2020 (HKD thousands) | | :--- | :--------------------------------- | :------------------------------- | | Trade payables and bills payable | 8,124 | 34,754 | | Other payables and accrued expenses | 8,121 | 8,881 | | Amounts due to related parties | 899 | 1,493 | | Amounts due to non-controlling interests | 142 | – | | **Total** | **17,286** | **45,128** | - The aging analysis of trade payables and bills payable shows that most are due **within 30 days**[140](index=140&type=chunk) - The average credit period is **within 30 days**[140](index=140&type=chunk) [16. Bank Borrowings](index=38&type=section&id=16.%20Bank%20Borrowings) The Group's bank borrowings totaled HKD 69,655,000, primarily for advances against discounted bills receivable with full recourse, repayable within one year; all bank facilities are subject to covenants, which the Group had not breached at the reporting date - Bank borrowings totaled **HKD 69,655,000**, primarily for advances against discounted bills receivable with full recourse[143](index=143&type=chunk) - These borrowings are repayable **within one year** and secured by the related bills receivable[143](index=143&type=chunk) - The Group had **not breached** any bank facility covenants as of September 30, 2020[146](index=146&type=chunk) [17. Bills Payable](index=39&type=section&id=17.%20Bills%20Payable) The Company has issued the first tranche of HKD 50,000,000 three-year secured notes with an annual interest rate of 7.125%, collateralized by a first floating charge over the assets of its money lending subsidiary; due to the COVID-19 pandemic, the closing date for the placing agreement has been extended to December 31, 2020 - Issued the first tranche of **HKD 50,000,000** three-year notes, with an annual interest rate of **7.125%**, maturing on **January 16, 2023**[148](index=148&type=chunk) - The notes are secured by a first floating charge over all business, property, and assets of the money lending subsidiary[148](index=148&type=chunk) - The closing date for the placing agreement has been **extended to December 31, 2020**, due to the COVID-19 pandemic[148](index=148&type=chunk) [18. Lease Liabilities](index=40&type=section&id=18.%20Lease%20Liabilities) As of September 30, 2020, the Group's lease liabilities had a present value of HKD 3,037,000, with HKD 1,898,000 repayable within one year; no new capitalized leases were added during the period Lease Liabilities (As of September 30) | Item | September 30, 2020 (HKD thousands) | March 31, 2020 (HKD thousands) | | :--- | :--------------------------------- | :------------------------------- | | Within one year (present value) | 1,898 | 1,864 | | After one year but within two years (present value) | 1,139 | 1,933 | | After two years but within five years (present value) | – | 164 | | **Total present value of lease liabilities** | **3,037** | **3,961** | - **No new capitalized leases** were added during the period[151](index=151&type=chunk) [19. Amount Due from a Shareholder](index=40&type=section&id=19.%20Amount%20Due%20from%20a%20Shareholder) The Group has received HKD 190,000,000 in unsecured, interest-free loan financing from its major shareholder, Champion Alliance, who has committed not to demand repayment until the Group has sufficient financial resources if Stock Exchange approval is not obtained - Received **HKD 190,000,000** in loan financing from major shareholder Champion Alliance, which is **unsecured and interest-free**[153](index=153&type=chunk) - The amount was originally intended for subscription of new shares to expand the capital base, subject to Stock Exchange approval[153](index=153&type=chunk) - Champion Alliance committed not to demand repayment if approval is not obtained, until the Group has sufficient financial resources[153](index=153&type=chunk) [20. Share Capital](index=41&type=section&id=20.%20Share%20Capital) As of September 30, 2020, the Company's authorized share capital was HKD 575,340,000, and its issued and fully paid share capital was HKD 125,068,000, comprising ordinary shares and convertible preference shares Share Capital Structure (As of September 30) | Share Capital Type | Authorized Share Capital (thousands of shares) | Authorized Share Capital (HKD thousands) | Issued and Fully Paid Share Capital (thousands of shares) | Issued and Fully Paid Share Capital (HKD thousands) | | :----------------- | :------------------------------------------- | :--------------------------------------- | :-------------------------------------------------------- | :---------------------------------------------------- | | Ordinary Shares | 30,000,000 | 300,000 | 9,105,710 | 91,057 | | Convertible Preference Shares | 27,534,000 | 275,340 | 3,401,055 | 34,011 | | **Total** | **57,534,000** | **575,340** | **12,506,765** | **125,068** | [21. Litigation](index=41&type=section&id=21.%20Litigation) The Group faces a claim of approximately HKD 1,776,000 related to a contract dispute between a wholly-owned Brazilian subsidiary and a service provider; the case has been appealed to the Supreme Court, with the outcome pending, and the claim amount is included in other payables - The Group faces a claim of approximately **HKD 1,776,000** (approximately **BRL 1,291,000**)[162](index=162&type=chunk) - The litigation involves a service agreement dispute between wholly-owned subsidiary UTRB and F Um Terraplanagem, with UTRB having appealed to the Supreme Court[162](index=162&type=chunk) - The claim amount has been included in other payables[162](index=162&type=chunk) [22. Significant Related Party Transactions](index=42&type=section&id=22.%20Significant%20Related%20Party%20Transactions) During the period, the Group engaged in transactions with related parties, including paying management fees of HKD 489,000 to a company controlled by a director; amounts due from/to non-controlling interests and amounts due to related parties are unsecured, interest-free, and repayable on demand - Paid management fees of approximately **HKD 489,000** to a company controlled by a director of one of the Company's subsidiaries[169](index=169&type=chunk) - Amounts due from/to non-controlling interests and amounts due to related parties are **unsecured, interest-free, and repayable on demand**[167](index=167&type=chunk)[168](index=168&type=chunk) [23. Approval for Issue of Unaudited Condensed Consolidated Interim Financial Statements](index=43&type=section&id=23.%20Approval%20for%20Issue%20of%20Unaudited%20Condensed%20Consolidated%20Interim%20Financial%20Statements) The unaudited condensed consolidated interim financial statements for the six months ended September 30, 2020, were authorized for issue by the Board of Directors on November 30, 2020 - The unaudited condensed consolidated interim financial statements were **authorized for issue by the Board of Directors on November 30, 2020**[171](index=171&type=chunk) [24. Events After Reporting Period](index=43&type=section&id=24.%20Events%20After%20Reporting%20Period) The ongoing global COVID-19 pandemic continues to adversely affect the Group's business, and management deems it difficult to reliably quantify its future impact, continuously monitoring the situation and taking measures to mitigate adverse effects - The COVID-19 pandemic continues to **adversely affect** the Group's business[172](index=172&type=chunk) - Management considers it **difficult to reliably quantify or estimate** the extent of the pandemic's impact on future business[172](index=172&type=chunk) - Management will continue to **closely monitor the situation** and take necessary measures to mitigate adverse effects[172](index=172&type=chunk) [Other Information](index=44&type=section&id=Other%20Information) This section covers additional disclosures including interim dividends, directors' and chief executive's interests in shares and debentures, directors' rights to acquire shares or debentures, shareholders' interests requiring disclosure under the SFO, standard code for securities transactions by directors, corporate governance, review of interim financial statements, and purchase, sale or redemption of listed securities [Interim Dividend](index=44&type=section&id=Interim%20Dividend) The Board of Directors resolved not to declare an interim dividend for the six months ended September 30, 2020 - The Board of Directors resolved **not to declare** an interim dividend for the six months ended September 30, 2020[174](index=174&type=chunk) [Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares, and Debentures](index=44&type=section&id=Directors'%20and%20Chief%20Executive's%20Interests%20and%20Short%20Positions%20in%20Shares,%20Underlying%20Shares,%20and%20Debentures) As of September 30, 2020, Executive Director Ms. Wang Jingyu held a long position of 26.84% in the Company's shares through controlled corporations; no other directors or chief executives held disclosable interests in shares or debentures Directors' Long Positions in Shares (As of September 30) | Director's Name | Capacity and Nature of Interest | Number of Shares Held | Approximate Percentage of the Company's Issued Shares | | :-------------- | :------------------------------ | :-------------------- | :---------------------------------------------------- | | Ms. Wang Jingyu | Interest in controlled corporation | 2,444,359,944 | 26.84% | - Ms. Wang Jingyu's interests are held through Elite Prosperous Enterprises Limited and its wholly-owned subsidiary Champion Alliance Enterprises Limited, which she wholly owns[176](index=176&type=chunk) [Directors' Rights to Acquire Shares or Debentures](index=45&type=section&id=Directors'%20Rights%20to%20Acquire%20Shares%20or%20Debentures) During the six months ended September 30, 2020, neither the Company nor its subsidiaries entered into any arrangements enabling directors to benefit from acquiring shares or debentures of the Company or other corporate bodies - During the period, neither the Company nor its subsidiaries entered into any arrangements enabling directors to **benefit from acquiring shares or debentures**[178](index=178&type=chunk) [Shareholders' Interests and Short Positions Disclosable Under the Securities and Futures Ordinance](index=45&type=section&id=Shareholders'%20Interests%20and%20Short%20Positions%20Disclosable%20Under%20the%20Securities%20and%20Futures%20Ordinance) As of September 30, 2020, major shareholders Ms. Wang Jingyu, Elite Prosperous, Champion Alliance, Ms. Lok Ka Yee, Mr. Liu Ka Chun, and Assure Gain International Limited held long positions of 5% or more in the Company's shares, as required by the Securities and Futures Ordinance Major Shareholders' Long Positions in Shares (As of September 30) | Shareholder Name | Capacity and Nature of Interest | Number of Shares Held | Approximate Percentage of Issued Shares | | :--------------- | :------------------------------ | :-------------------- | :-------------------------------------- | | Ms. Wang Jingyu | Interest in controlled corporation | 2,444,359,944 | 26.84% | | Elite Prosperous | Interest in controlled corporation | 2,444,359,944 | 26.84% | | Champion Alliance | Beneficial owner | 2,444,359,944 | 26.84% | | Ms. Lok Ka Yee | Interest in controlled corporation | 1,294,849,338 | 14.22% | | Mr. Liu Ka Chun | Spouse's interest | 1,294,849,338 | 14.22% | | Assure Gain International Limited | Beneficial owner and interest in controlled corporation | 822,176,547 + 434,094,363 | 13.80% (Beneficial) + N/A (Controlled) | - Ms. Lok Ka Yee holds interests in shares through Assure Gain, Winner Global, Splendid Asset, and Corp Insights[182](index=182&type=chunk) - Mr. Liu Ka Chun as Ms. Lok Ka Yee's spouse, is deemed to have the same interests in shares[183](index=183&type=chunk) [Standard Code for Securities Transactions by Directors](index=47&type=section&id=Standard%20Code%20for%20Securities%20Transactions%20by%20Directors) The Company has adopted the Standard Code as set out in Appendix 10 of the Listing Rules as its code of conduct for directors' securities transactions, and all directors confirmed compliance with its required standards during the six months ended September 30, 2020 - The Company has adopted the **Standard Code** as set out in Appendix 10 of the Listing Rules[185](index=185&type=chunk) - All directors confirmed compliance with the required standards of the Standard Code during the reporting period[185](index=185&type=chunk) [Corporate Governance](index=47&type=section&id=Corporate%20Governance) The Company complied with all applicable code provisions of the Corporate Governance Code as set out in Appendix 14 of the Listing Rules during the six months ended September 30, 2020, except for the Chairman's absence from the Annual General Meeting - The Company complied with all applicable code provisions of the Corporate Governance Code, except for code provision E.1.2 (Chairman should attend the Annual General Meeting)[186](index=186&type=chunk) - Mr. Li Mingwei, CEO and Executive Director, chaired the 2020 Annual General Meeting[186](index=186&type=chunk) - Independent Non-Executive Director Mr. Jiang Bin did not renew his Chartered Financial Analyst membership since July 1, 2020[187](index=187&type=chunk) [Review of Condensed Consolidated Interim Financial Statements](index=47&type=section&id=Review%20of%20Condensed%20Consolidated%20Interim%20Financial%20Statements) The Group's condensed consolidated interim financial statements for the six months ended September 30, 2020, are unaudited but have been reviewed by the Audit Committee and the Company's auditor, Grant Thornton Hong Kong Limited - The condensed consolidated interim financial statements are **unaudited** but have been reviewed by the Audit Committee and the Company's auditor[188](index=188&type=chunk) - The auditor's review report is published on pages 14 to 15 of this interim report[188](index=188&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=48&type=section&id=Purchase,%20Sale%20or%20Redemption%20of%20the%20Company's%20Listed%20Securities) During the six months ended September 30, 2020, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities - During the period, neither the Company nor its subsidiaries purchased, sold, or redeemed **any of the Company's listed securities**[190](index=190&type=chunk)

Reliance Global Holdings Limited 信保環球控股有限公司* (於百慕達註冊成立之有限公司) ( 股份代號：723) 年 報 2019/20 * 僅 供 識 別 kas 1 公司資料3 主席報告4 管理層討論及分析6 董事及高級管理層履歷 18 董事會報告 22 企業管治報告 30 環境、社會及管治報告 40 獨立核數師報告 58 綜合損益及其他全面收益表 63 綜合財務狀況表 65 綜合權益變動表 67 綜合現金流量表 68 綜合財務報表附註 70 五年財務摘要 156 目錄 信 保 環 球 控 股 有 限 公 司 年 報 2019/20 2 簡稱 於本年報內，除文義另有所指外，下列簡稱具有以下涵義： | --- | --- | --- | |--------------------|-------|--------------------------------------------------------| | | | | | | | | | 「董事會」 | 指 | 本公司之董事會 | | 「本公司」 | 指 | 信保環球控股有限公司 | | 「董事」 | 指 | 本公司之 ...

Financial Performance - The company reported a revenue of HKD 589,114,000 for the fiscal year ending March 31, 2019, a significant increase of 21.7 times compared to HKD 25,920,000 in the previous year[11]. - The profit attributable to the company's owners was HKD 26,372,000, representing a 21% increase from HKD 21,865,000 in the previous year[11]. - Basic earnings per share increased by 16% to HKD 0.29, up from HKD 0.25 in the previous year[11]. - The lending business generated revenue of HKD 22,319,000 and profit of HKD 18,958,000, compared to HKD 5,821,000 and HKD 5,123,000 respectively in the previous year[12]. - The sales of timber and wood products saw revenue of HKD 562,777,000 and profit of HKD 12,134,000, a substantial increase from HKD 16,196,000 and HKD 351,000 in the previous year[12]. - For the fiscal year 2019, the company reported a significant revenue increase to HKD 589,114,000, up 21.7 times from HKD 25,920,000 in 2018[25]. - The net profit attributable to the company's owners for 2019 was HKD 26,372,000, representing a 21% increase from HKD 21,865,000 in 2018[25]. - The lending business generated revenue of HKD 22,319,000, a 2.8 times increase from HKD 5,821,000 in 2018, and profit of HKD 18,958,000, up 2.7 times from HKD 5,123,000[26]. - The sales of timber and wood products saw revenue of HKD 562,777,000, a 33.7 times increase from HKD 16,196,000 in 2018, and profit of HKD 12,134,000, up 33.6 times from HKD 351,000[32]. - The overall profit attributable to the company's owners was HKD 26,372,000 in FY2019, compared to HKD 21,865,000 in FY2018, with basic earnings per share increasing to HKD 0.29 from HKD 0.25[46]. - The company achieved a significant improvement in performance, with total profits from four business segments amounting to HKD 36,500,000, an increase of HKD 27,878,000 or 3.2 times from the previous year[46]. Business Operations - The company has entered into an eight-year cooperation agreement for logging and timber sales in Suriname, covering over 28,000 hectares of forest assets[13]. - The company has commenced logging activities in January 2019, with sales contracts signed for two batches of timber shipped in June 2019[14]. - A new forest project in Suriname, covering approximately 40,000 hectares with an estimated timber resource of 17,200,000 cubic meters, is in the late planning stage[14]. - The company expects continued strong performance in its lending and forest-related businesses for the fiscal year ending March 31, 2020[12]. - The management is optimistic about the profitability of the timber sales project due to high demand from buyers in China, India, and Vietnam[14]. - The company plans to expand its lending business, focusing on residential and commercial mortgage markets, aiming for stable and favorable income sources[31]. - The average loan amount in the lending and financing lease portfolio is approximately HKD 7,900,000, with 85% secured by collateral[34]. - The company has established a high-capacity trading business through effective use of trade credit financing, expecting significant financial returns[33]. - The company plans to expand its lending business, focusing on residential and commercial mortgage markets with loan terms of two to three years, aiming for stable and favorable income sources[37]. - The sustainable forest management business generated revenue of HKD 3,244,000 in FY2019, a 3% increase from HKD 3,153,000 in FY2018, with profit rising 5.8 times to HKD 2,634,000[41]. - Property leasing business provided stable rental income of HKD 774,000 in FY2019, up from HKD 750,000 in FY2018, with a profit of HKD 2,774,000[43]. Financial Position - As of March 31, 2019, the group's current assets increased to HKD 238,063,000 from HKD 150,767,000 in 2018, while cash and cash equivalents rose to HKD 25,433,000 from HKD 24,436,000[48]. - The current ratio significantly dropped to approximately 0.8 from 6.7 in 2018, mainly due to the reclassification of the loan from Champion Alliance as a current liability[48]. - The group's total assets increased by 147% to HKD 470,977,000 as of March 31, 2019, compared to HKD 190,461,000 in 2018[52]. - The equity attributable to owners rose by 19% to HKD 164,930,000 from HKD 138,282,000, driven by profits from debt issuance and forest-related businesses[52]. - The group's capital debt ratio increased significantly to 29% from 8% due to bank borrowings rising to HKD 48,151,000 from HKD 10,848,000[51]. - The group secured a loan financing of HKD 200,000,000 from Champion Alliance to support operational funding needs, primarily for debt issuance and forest-related business development[47]. Risk Management - The group faces significant risks including global economic conditions and competition in the lending and timber sales sectors, which could impact revenue and profitability[64][65]. - The group has implemented management policies to mitigate risks by diversifying its business and investments where applicable[64]. - The group is subject to financial risks related to credit, liquidity, foreign currency, and interest rates, which are managed through established policies[67]. - The company has implemented a risk management system to identify, assess, and mitigate significant risks associated with its business operations[164]. - An independent professional firm was engaged to provide risk management and internal control assessment services for the year ended March 31, 2019[165]. - The board believes that the existing internal control and risk management systems are effective and adequate[167]. Corporate Governance - The company has complied with all applicable provisions of the corporate governance code as of March 31, 2019[136]. - The audit committee reviewed the consolidated financial statements for the year ended March 31, 2019, prior to approval by the board[132]. - The company has adopted the standard code of conduct for securities transactions by directors, confirming compliance for the year ended March 31, 2019[137]. - The board of directors includes independent non-executive directors with extensive experience in finance and accounting, ensuring strong governance[80][81][82]. - The company emphasizes the importance of board diversity for enhancing performance quality[150]. - The company encourages continuous professional development for all directors to enhance their knowledge and skills[141]. - The audit committee held four meetings during the year, with all members attending all sessions[156]. Environmental Commitment - The company is committed to environmental protection and has adopted measures to promote eco-awareness among employees, including reducing greenhouse gas emissions[71]. - The company actively seeks to reduce greenhouse gas emissions and minimize resource consumption through recycling initiatives[196]. - The company's timber and wood product sales operations have minimal direct emissions and environmental impact, primarily arising from office electricity and water usage[198]. - The company has delegated logging rights for its forest assets in Brazil to external operators, who are responsible for logging activities and environmental impacts[198]. - The company has implemented internal controls to ensure effective management of environmental, social, and governance risks[178]. Shareholder Information - The company reported that revenue from its top five customers accounted for approximately 75% of total revenue, with the largest customer contributing about 37%[101]. - The company did not recommend any final dividend for the year ended March 31, 2019, consistent with the previous year[92]. - The company has no provisions in its articles of association regarding preemptive rights for existing shareholders to purchase new shares[97]. - The company has no other distributable reserves as of March 31, 2019, apart from the share premium[100]. - The company has established multiple communication channels with shareholders, including annual general meetings, annual reports, and its website[174]. - The board of directors considers various factors when deciding on dividend recommendations, including actual and expected financial performance, retained earnings, and future expansion plans[175].