FF301 股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2025年9月30日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: 永恒策略投資有限公司 (於百慕達註冊成立之有限公司) 呈交日期: 2025年10月2日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | 於香港聯交所上市 (註1) | | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 00764 | 說明 | 永恒策略 | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | 法定/註冊股本 | | | 上月底結存 | | | 1,000,000,000 | HKD | | 0.1 HKD | | 100,000,000 | | 增加 / 減少 (-) | | | | | | HKD | | | | 本月底結存 | | | 1,000,000,000 | HKD | | 0.1 HKD | | 100,000,000 | ...

ETERNITY INVESTMENT LIMITED 永恒策略投資有限公司* (Incorporated in Bermuda with limited liability) （於百慕達註冊成立之有限公司） (Stock Code 股份代號：764) NOTIFICATION LETTER 通知信函 25 September 2025 Dear Non-registered Holder(s) (Note 1) , Eternity Investment Limited (the "Company") Notification of publication of Interim Report 2025 (the "Current Corporate Communication") If you for any reason have difficulty in receiving email notifications or gaining access to the Website Version of the Corporate Communications and would like to rece ...

永恒策略投資有限公司* (Incorporated in Bermuda with limited liability) （於百慕達註冊成立之有限公司） (Stock Code 股份代號：764) ETERNITY INVESTMENT LIMITED NOTIFICATION LETTER 通知信函 25 September 2025 Dear Registered Shareholders, Eternity Investment Limited (the "Company") Notification of publication of Interim Report 2025 (the "Current Corporate Communication") The English and Chinese versions of the Company's Current Corporate Communication are now available on the Company's website at www.eternityinv.com.hk and the website of The Sto ...

[Corporate Information](index=3&type=section&id=Corporate%20Information) [Board of Directors](index=3&type=section&id=Board%20of%20Directors) The company's Board of Directors comprises executive and independent non-executive directors, with Mr. Li Xiongwei serving as Chairman and Chief Executive Officer, supported by audit, remuneration, nomination, and finance committees - Mr. Li Xiongwei serves as the **Chairman and Chief Executive Officer** of the Board[4](index=4&type=chunk) - The company has established an audit committee, remuneration committee, nomination committee, and finance committee to ensure a robust corporate governance structure[4](index=4&type=chunk)[5](index=5&type=chunk) [Company Details](index=3&type=section&id=Company%20Details) The company is registered in Bermuda, with its head office and principal place of business in Hong Kong, detailing its share registrar, auditor, principal bankers, stock code, and official website - The company's registered office is in Bermuda, with its head office and principal place of business located in Shun Tak Centre, Connaught Road Central, Hong Kong[7](index=7&type=chunk) - The Hong Kong share registrar is Tricor Investor Services Limited, and the auditor is National Auditing Company Limited[7](index=7&type=chunk)[8](index=8&type=chunk) - Principal bankers include DBS Bank (Hong Kong) Limited and Hang Seng Bank Limited, with stock code **764**[9](index=9&type=chunk) [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=5&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the six months ended June 30, 2025, the company reported a slight revenue decrease of 0.4%, but significantly narrowed operating and pre-tax losses, with a 65% reduction in loss for the period, primarily due to the absence of goodwill impairment and a shift from loss to gain in fair value changes of financial assets Key Profit or Loss Data for H1 2025 | Metric | H1 2025 (HK$ Thousand) | H1 2024 (HK$ Thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 107,702 | 108,156 | -0.4% | | Gross Profit | 59,601 | 57,940 | +2.9% | | Investment and Other Income | 10,526 | 9,090 | +15.8% | | Other Gains and Losses | (19,236) | (87,599) | +78.1% (loss narrowed) | | Operating Loss | (3,548) | (82,862) | +95.7% (loss narrowed) | | Finance Costs | (37,639) | (44,036) | -14.5% | | Loss Before Tax | (41,187) | (126,898) | +67.5% (loss narrowed) | | Income Tax Expense | (4,179) | (1,085) | +285.2% | | Loss for the Period | (45,366) | (127,983) | +64.6% (loss narrowed) | | Basic Loss Per Share (HK cents) | (12.28) | (34.63) | +64.6% (loss narrowed) | - Loss for the period significantly decreased by **65%**, primarily due to the absence of a **HK$45,591,000** goodwill impairment loss recognized in H1 2024, and a shift in fair value changes of financial assets from a **HK$19,418,000** loss to a **HK$7,828,000** gain[297](index=297&type=chunk) - Regarding other comprehensive income, exchange differences arising from the translation of overseas operations turned from a **HK$9,182,000** loss in the prior period to a **HK$17,057,000** gain[13](index=13&type=chunk) [Condensed Consolidated Statement of Financial Position](index=7&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, the company's total assets slightly increased, but total equity decreased; net current liabilities improved but remain high, indicating ongoing liquidity challenges Key Financial Position Data for H1 2025 | Metric | June 30, 2025 (HK$ Thousand) | December 31, 2024 (HK$ Thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Total Assets | 2,601,962 | 2,599,323 | +0.1% | | Non-current Assets | 2,105,492 | 2,133,143 | -1.3% | | Current Assets | 482,735 | 452,653 | +6.6% | | Assets Held for Sale | 13,735 | 13,527 | +1.5% | | Total Equity | 1,027,472 | 1,052,646 | -2.5% | | Total Liabilities | 1,574,490 | 1,546,677 | +1.8% | | Net Current Liabilities | (549,160) | (563,632) | +2.6% (loss narrowed) | - Equity attributable to owners of the company decreased from **HK$1,058,200,000** as of December 31, 2024, to **HK$1,033,111,000** as of June 30, 2025, primarily due to the loss for the period, partially offset by exchange gains from the translation of overseas operations[77](index=77&type=chunk)[316](index=316&type=chunk) - As of June 30, 2025, the Group's net current liabilities were **HK$549,160,000**, with a current ratio of **0.47**, an improvement from **0.45** as of December 31, 2024[81](index=81&type=chunk)[327](index=327&type=chunk) [Condensed Consolidated Statement of Changes in Equity](index=9&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) For the six months ended June 30, 2025, the company's total equity decreased, primarily impacted by the loss for the period, but partially offset by exchange gains from overseas operations and the recognition of the equity component of convertible bonds H1 2025 Equity Changes | Equity Item | January 1, 2025 (HK$ Thousand) | Changes for the Period (HK$ Thousand) | June 30, 2025 (HK$ Thousand) | | :--- | :--- | :--- | :--- | | Share Capital | 38,196 | 0 | 38,196 | | Shares Held for Share Award Scheme | (24,455) | 0 | (24,455) | | Share Premium | 1,807,051 | 0 | 1,807,051 | | Total Reserves | 1,044,459 | (25,089) | 1,019,370 | | Subtotal Equity Attributable to Owners of the Company | 1,058,200 | (25,089) | 1,033,111 | | Non-controlling Interests | (5,554) | (85) | (5,639) | | Total Equity | 1,052,646 | (25,174) | 1,027,472 | - The loss for the period of **HK$45,366,000** led to an increase in accumulated losses[18](index=18&type=chunk) - Exchange differences arising from the translation of overseas operations resulted in a **HK$17,142,000** gain, partially offsetting the loss[18](index=18&type=chunk) - Recognition of equity-settled share-based payments of **HK$1,225,000** and the equity component of convertible bonds of **HK$1,910,000** occurred[18](index=18&type=chunk) [Condensed Consolidated Statement of Cash Flows](index=10&type=section&id=Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) For the six months ended June 30, 2025, net cash from operating activities significantly decreased, net cash from investing activities also declined, but net cash used in financing activities substantially reduced, leading to a slower net increase in cash and cash equivalents compared to the prior period Key Cash Flow Data for H1 2025 | Cash Flow Type | H1 2025 (HK$ Thousand) | H1 2024 (HK$ Thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Net Cash From Operating Activities | 18,982 | 80,992 | -76.6% | | Net Cash From Investing Activities | 6,008 | 15,027 | -60.0% | | Net Cash Used In Financing Activities | (14,772) | (59,857) | +75.3% (reduced usage) | | Net Increase in Cash and Cash Equivalents | 10,218 | 36,162 | -71.8% | | Cash and Cash Equivalents at End of Period | 41,070 | 54,052 | -24.0% | - Net cash from operating activities significantly decreased from **HK$80,992,000** in the prior period to **HK$18,982,000**[20](index=20&type=chunk) - Net cash used in financing activities significantly reduced, primarily due to proceeds from convertible bonds of **HK$13,000,000**, and reduced interest paid and repayment of amounts due to directors and associates[20](index=20&type=chunk) [Notes to the Condensed Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) [1. BASIS OF PREPARATION](index=11&type=section&id=1.%20BASIS%20OF%20PREPARATION) The condensed consolidated financial statements are prepared in accordance with HKAS 34 and should be read in conjunction with the 2024 audited consolidated financial statements; the company faces ongoing concern challenges with current liabilities exceeding current assets, but directors have implemented measures to ensure sufficient working capital - For the six months ended June 30, 2025, the Group incurred a loss attributable to owners of the company of **HK$45,366,000**, with current liabilities exceeding current assets by **HK$549,160,000**[23](index=23&type=chunk)[25](index=25&type=chunk) - Directors have implemented several measures to improve the financial position, including actively recovering loans receivable, increasing occupancy rates of Beijing residential serviced apartments, negotiating renewal and extension of existing borrowings, considering realization of financial assets at fair value through profit or loss, and implementing aggressive cost-saving measures[26](index=26&type=chunk)[27](index=27&type=chunk) - The directors believe that, considering these measures, the Group will have sufficient working capital to meet its operational and financial obligations for the next twelve months, thus preparing the financial statements on a going concern basis is appropriate[28](index=28&type=chunk)[30](index=30&type=chunk) [2. PRINCIPAL ACCOUNTING POLICIES](index=14&type=section&id=2.%20PRINCIPAL%20ACCOUNTING%20POLICIES) The condensed consolidated financial statements are primarily prepared on a historical cost basis, except for investment properties and certain financial instruments measured at fair value; new HKFRS amendments applied this period had no significant impact on financial position or performance - The financial statements are prepared on a historical cost basis, with investment properties and certain financial instruments measured at fair value[31](index=31&type=chunk)[34](index=34&type=chunk) - The Group first applied HKAS 21 (Amendments) "Lack of Exchangeability" in the current period, but it had no significant impact on the Group's financial position or performance[33](index=33&type=chunk)[35](index=35&type=chunk) [3. OPERATING SEGMENTS](index=15&type=section&id=3.%20OPERATING%20SEGMENTS) The Group's business is divided into five segments: property investment, sales of financial assets, money lending, sales of jewelry products, and golf club operations; for the six months ended June 30, 2025, golf club operations contributed the most revenue, property investment incurred the largest loss, and sales of financial assets turned from loss to gain - The Group has five operating segments: property investment, sales of financial assets, money lending, sales of jewelry products, and golf club operations[36](index=36&type=chunk)[38](index=38&type=chunk) H1 2025 Segment Revenue and (Loss)/Profit | Segment | Revenue (HK$ Thousand) | (Loss)/Profit (HK$ Thousand) | | :--- | :--- | :--- | | Property Investment | 2,815 | (46,610) | | Sales of Financial Assets | (574) | 7,214 | | Money Lending | 6,774 | 8,466 | | Sales of Jewelry Products | 31,255 | 408 | | Golf Club Operations | 67,432 | 28,752 | | **Consolidated Total** | **107,702** | **(1,770)** | - The Group primarily operates in Hong Kong and Mainland China, with revenue from Mainland China totaling **HK$69,287,000** and non-current assets of **HK$1,632,740,000** in H1 2025[62](index=62&type=chunk)[63](index=63&type=chunk) [4. REVENUE](index=24&type=section&id=4.%20REVENUE) For the six months ended June 30, 2025, total revenue was HK$107,702,000, a slight decrease from the prior period, with golf club operations being the primary revenue source and sales of financial assets recording a net loss H1 2025 Revenue Breakdown | Revenue Source | H1 2025 (HK$ Thousand) | H1 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Sales of Jewelry Products | 31,255 | 31,796 | | Golf Club Operations (club activities, F&B, membership fees) | 58,404 | 55,667 | | Property Investment (property management income) | 662 | 729 | | Sales of Financial Assets (net) | (574) | (4,621) | | Golf Club Operations (rental income) | 9,028 | 8,946 | | Money Lending (loan interest income) | 6,774 | 11,133 | | Property Investment (rental income) | 2,153 | 4,506 | | **Total Revenue** | **107,702** | **108,156** | - Revenue from sales of financial assets is recognized on a net basis, recording a net loss of **HK$574,000** in H1 2025, which is a narrower loss compared to **HK$4,621,000** in the prior period[71](index=71&type=chunk)[72](index=72&type=chunk) [5. INVESTMENT AND OTHER INCOME](index=25&type=section&id=5.%20INVESTMENT%20AND%20OTHER%20INCOME) For the six months ended June 30, 2025, total investment and other income amounted to HK$10,526,000, a 15.8% increase from the prior period, primarily driven by estimated interest income from finance lease receivables H1 2025 Investment and Other Income Breakdown | Income Source | H1 2025 (HK$ Thousand) | H1 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Dividend Income | 196 | 228 | | Estimated Interest Income from Finance Lease Receivables | 9,938 | 8,540 | | Interest Income from Bank Deposits | 107 | 105 | | Miscellaneous Income | 285 | 217 | | **Total** | **10,526** | **9,090** | - Estimated interest income from finance lease receivables is the main component of investment and other income, increasing from **HK$8,540,000** in the prior period to **HK$9,938,000**[74](index=74&type=chunk) [6. OTHER GAINS AND LOSSES](index=26&type=section&id=6.%20OTHER%20GAINS%20AND%20LOSSES) For the six months ended June 30, 2025, net other gains and losses resulted in a loss of HK$19,236,000, a significant narrowing from the HK$87,599,000 loss in the prior period, mainly due to the absence of goodwill impairment and a shift from loss to gain in fair value changes of financial assets H1 2025 Other Gains and Losses Breakdown | Item | H1 2025 (HK$ Thousand) | H1 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Goodwill Impairment Loss | – | (45,591) | | Gains/(Losses) from Fair Value Changes of Financial Assets at FVTPL | 7,828 | (19,418) | | Loss from Fair Value Changes of Investment Properties | (27,058) | (22,444) | | Loss on Disposal of Niche | – | (146) | | Write-off of Property, Plant and Equipment | (6) | – | | **Total** | **(19,236)** | **(87,599)** | - No goodwill impairment loss was recognized in H1 2025, compared to **HK$45,591,000** in the prior period[76](index=76&type=chunk) - Fair value changes of financial assets at fair value through profit or loss shifted from a **HK$19,418,000** loss in H1 2024 to a **HK$7,828,000** gain in H1 2025[76](index=76&type=chunk) - Loss from fair value changes of investment properties increased from **HK$22,444,000** in H1 2024 to **HK$27,058,000**[76](index=76&type=chunk) [7. (REVERSAL OF ALLOWANCE)/ALLOWANCE FOR EXPECTED CREDIT LOSSES ON FINANCIAL ASSETS](index=26&type=section&id=7.%20(REVERSAL%20OF%20ALLOWANCE)%2FALLOWANCE%20FOR%20EXPECTED%20CREDIT%20LOSSES%20ON%20FINANCIAL%20ASSETS) For the six months ended June 30, 2025, the Group recorded a reversal of allowance for expected credit losses on financial assets of HK$1,702,000, primarily from loans receivable, contrasting with an allowance of HK$1,127,000 in the prior period H1 2025 Allowance for Expected Credit Losses on Financial Assets | Item | H1 2025 (HK$ Thousand) | H1 2024 (HK$ Thousand) | | :--- | :--- | :--- | | (Reversal of allowance)/Allowance for expected credit losses on loans receivable | (1,702) | (993) | | Allowance for expected credit losses on trade receivables | – | 2,120 | | **Total** | **(1,702)** | **1,127** | - Reversal of allowance for expected credit losses on loans receivable was **HK$1,702,000**, compared to **HK$993,000** in the prior period[78](index=78&type=chunk) - No allowance for expected credit losses on trade receivables was recognized in the current period, compared to **HK$2,120,000** in the prior period[78](index=78&type=chunk) [8. FINANCE COSTS](index=27&type=section&id=8.%20FINANCE%20COSTS) For the six months ended June 30, 2025, total finance costs amounted to HK$37,639,000, a 14.5% decrease from the prior period, mainly due to reduced estimated interest on guaranteed secured notes H1 2025 Finance Costs Breakdown | Cost Item | H1 2025 (HK$ Thousand) | H1 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Interest on amounts due to an associate | 270 | 330 | | Interest on amounts due to directors and related parties | 2,971 | 2,457 | | Interest on bank borrowings | 3,811 | 3,373 | | Interest on lease liabilities | 6,744 | 6,920 | | Interest on other borrowings | 14,915 | 10,984 | | Interest on convertible bonds | 396 | – | | Other interest | 6 | 6 | | Estimated interest on guaranteed secured notes | 12,780 | 24,260 | | **Total (before capitalized interest)** | **41,893** | **48,330** | | Less: Capitalized interest on lease liabilities | (4,254) | (4,294) | | **Total** | **37,639** | **44,036** | - Estimated interest on guaranteed secured notes significantly decreased from **HK$24,260,000** in H1 2024 to **HK$12,780,000**, which is the primary reason for the reduction in finance costs[80](index=80&type=chunk) - Interest on other borrowings increased from **HK$10,984,000** in H1 2024 to **HK$14,915,000**[80](index=80&type=chunk) [9. INCOME TAX (EXPENSE)/CREDIT](index=28&type=section&id=9.%20INCOME%20TAX%20(EXPENSE)%2FCREDIT) For the six months ended June 30, 2025, income tax expense was HK$4,179,000, a significant increase from the prior period, mainly due to higher PRC Enterprise Income Tax, partially offset by deferred tax credit H1 2025 Income Tax Expense Breakdown | Tax Type | H1 2025 (HK$ Thousand) | H1 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Hong Kong Profits Tax (current tax) | – | – | | PRC Enterprise Income Tax (current tax) | (6,159) | (3,126) | | Deferred Tax Credit | 1,980 | 2,041 | | **Total** | **(4,179)** | **(1,085)** | - The tax rate for PRC subsidiaries is **25%**, while Hong Kong Profits Tax rates are **8.25%** (for the first HK$2,000,000 of assessable profits) and **16.5%** (for assessable profits exceeding HK$2,000,000)[83](index=83&type=chunk)[84](index=84&type=chunk) [10. LOSS FOR THE PERIOD](index=29&type=section&id=10.%20LOSS%20FOR%20THE%20PERIOD) For the six months ended June 30, 2025, the loss for the period was HK$45,366,000, primarily influenced by factors such as amortization of intangible assets, cost of inventories, depreciation of property, plant and equipment, depreciation of right-of-use assets, and staff costs H1 2025 Key Items Affecting Loss for the Period | Item | H1 2025 (HK$ Thousand) | H1 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Amortization of Intangible Assets | 8,359 | 8,512 | | Cost of Inventories Sold | 25,844 | 26,313 | | Depreciation of Property, Plant and Equipment | 12,073 | 13,444 | | Depreciation of Right-of-Use Assets | 3,005 | 3,041 | | Net Exchange (Gain)/Loss | (49) | 38 | | Staff Costs (including directors' emoluments) | 33,009 | 38,868 | - Staff costs (including directors' emoluments) decreased from **HK$38,868,000** in H1 2024 to **HK$33,009,000**, mainly due to a reduction in headcount and cost-saving measures[87](index=87&type=chunk)[351](index=351&type=chunk) [11. INTERIM DIVIDEND](index=29&type=section&id=11.%20INTERIM%20DIVIDEND) For the six months ended June 30, 2025, the company neither paid, declared, nor proposed any interim dividend - No interim dividend was paid, declared, or proposed for the six months ended June 30, 2025 (2024: Nil)[88](index=88&type=chunk)[89](index=89&type=chunk) [12. LOSS PER SHARE](index=30&type=section&id=12.%20LOSS%20PER%20SHARE) For the six months ended June 30, 2025, basic and diluted loss per share was 12.28 HK cents, a significant narrowing from 34.63 HK cents in the prior period, reflecting an improvement in the company's loss position; loss per share calculation has been adjusted for the share consolidation effective June 20, 2025 H1 2025 Loss Per Share Data | Metric | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Loss for the Period Attributable to Owners of the Company (HK$ Thousand) | (45,366) | (127,983) | | Weighted Average Number of Ordinary Shares (Thousand Shares) | 369,530 | 369,530 | | Basic Loss Per Share (HK cents) | (12.28) | (34.63) | | Diluted Loss Per Share (HK cents) | (12.28) | (34.63) | - The calculation of diluted loss per share did not assume conversion of convertible bonds and share awards as it would result in a decrease in loss per share[92](index=92&type=chunk) - The calculation of loss per share has been adjusted for the share consolidation effective June 20, 2025, with comparative figures also adjusted accordingly[93](index=93&type=chunk)[98](index=98&type=chunk) [13. MOVEMENTS IN PROPERTY, PLANT AND EQUIPMENT](index=31&type=section&id=13.%20MOVEMENTS%20IN%20PROPERTY,%20PLANT%20AND%20EQUIPMENT) For the six months ended June 30, 2025, the Group's total cost of additions to property, plant and equipment was HK$8,766,000, a significant decrease from the prior period, while disposal of certain items resulted in a write-off of HK$6,000 - Total cost of additions to property, plant and equipment for the period was **HK$8,766,000**, compared to **HK$28,672,000** in H1 2024[94](index=94&type=chunk)[99](index=99&type=chunk) - Disposal of certain property, plant and equipment items resulted in a write-off of **HK$6,000**[94](index=94&type=chunk)[99](index=99&type=chunk) - The long-term lease related to residential serviced apartments on the adjacent plot to Beijing Golf Club has not yet commenced, thus the related property, plant and equipment have not been derecognized[95](index=95&type=chunk)[99](index=99&type=chunk) [14. MOVEMENTS IN RIGHT-OF-USE ASSETS](index=31&type=section&id=14.%20MOVEMENTS%20IN%20RIGHT-OF-USE%20ASSETS) For the six months ended June 30, 2025, the Group did not enter into any new lease agreements; depreciation of right-of-use assets amounted to HK$3,005,000, of which HK$1,477,000 was capitalized into the cost of qualifying assets - No new lease agreements were entered into during the period[96](index=96&type=chunk)[100](index=100&type=chunk) - Depreciation of right-of-use assets was **HK$3,005,000** (2024: **HK$3,041,000**), of which **HK$1,477,000** was capitalized into the cost of qualifying assets[96](index=96&type=chunk)[100](index=100&type=chunk) - The long-term lease related to residential serviced apartments on the main plot has not yet commenced, thus the related right-of-use assets have not been derecognized[97](index=97&type=chunk)[100](index=100&type=chunk) [15. MOVEMENTS IN INVESTMENT PROPERTIES](index=32&type=section&id=15.%20MOVEMENTS%20IN%20INVESTMENT%20PROPERTIES) As of June 30, 2025, the Group's investment properties in Hong Kong and China, valued by independent professional valuers, recognized a loss from fair value changes of HK$27,058,000, compared to a gain of HK$22,444,000 in the prior period - A loss from fair value changes of investment properties of **HK$27,058,000** was recognized, compared to a gain of **HK$22,444,000** in H1 2024[101](index=101&type=chunk)[105](index=105&type=chunk) - The valuation was performed by independent professional valuers, APAC Asset Appraisal and Consulting Limited, using the same techniques as the December 31, 2024 valuation[101](index=101&type=chunk)[105](index=105&type=chunk) [16. MOVEMENTS IN INTANGIBLE ASSETS](index=32&type=section&id=16.%20MOVEMENTS%20IN%20INTANGIBLE%20ASSETS) For the six months ended June 30, 2025, amortization of intangible assets related to the operating rights of the main plot and clubhouse facilities amounted to HK$8,359,000; the long-term lease related to residential serviced apartments has not yet commenced, thus the related operating rights have not been derecognized - Amortization of intangible assets was **HK$8,359,000** (2024: **HK$8,512,000**), recognized in the profit or loss statement[102](index=102&type=chunk)[106](index=106&type=chunk) - The long-term lease related to residential serviced apartments built on the main plot has not yet commenced, thus the related operating rights have not been derecognized[103](index=103&type=chunk)[106](index=106&type=chunk) [17. MOVEMENTS IN GOODWILL](index=32&type=section&id=17.%20MOVEMENTS%20IN%20GOODWILL) For the six months ended June 30, 2025, the company recognized no goodwill impairment loss, whereas in the prior period, a HK$45,591,000 goodwill impairment loss was recognized due to the carrying amount of cash-generating units for property investment and golf club operations exceeding their recoverable amounts - No goodwill impairment loss was recognized in H1 2025[76](index=76&type=chunk) - In H1 2024, a goodwill impairment loss of **HK$45,591,000** was recognized because the carrying amount of the cash-generating units for property investment and golf club operations exceeded their recoverable amounts[104](index=104&type=chunk)[107](index=107&type=chunk) - The impairment loss arose from adjusting key assumptions and input data in the cash flow forecasts for the property investment business on the main plot to reflect prevailing market conditions and management's latest estimates[108](index=108&type=chunk)[110](index=110&type=chunk) [18. INTERESTS IN ASSOCIATES](index=33&type=section&id=18.%20INTERESTS%20IN%20ASSOCIATES) As of June 30, 2025, the Group's interests in associates totaled HK$4,111,000, primarily comprising unlisted shares in China-Hong Kong Capital Limited and Elite Prosperous Investment Limited, with Elite Prosperous' investment fair value change resulting in a HK$713,000 gain H1 2025 Interests in Associates | Associate | June 30, 2025 (HK$ Thousand) | December 31, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Hong Kong Listed Shares - China Smart Health Holdings Limited | – | – | | Hong Kong Unlisted Shares - China-Hong Kong Capital Limited | 590 | 590 | | Hong Kong Unlisted Shares - Elite Prosperous Investment Limited | 3,521 | 2,809 | | **Total** | **4,111** | **3,399** | - The fair value of the investment in Elite Prosperous increased from **HK$5,731,000** as of December 31, 2024, to **HK$7,186,000** as of June 30, 2025, recognizing a gain of **HK$713,000**[420](index=420&type=chunk) - As of June 30, 2025, the Group held **169,042,824** shares in China Smart Health, of which **163,342,024** shares were pledged as collateral for other borrowings[114](index=114&type=chunk)[116](index=116&type=chunk) [19. FINANCE LEASE RECEIVABLES](index=34&type=section&id=19.%20FINANCE%20LEASE%20RECEIVABLES) As of June 30, 2025, total finance lease receivables amounted to HK$174,631,000, with HK$35,184,000 classified as current assets; all finance leases are denominated in RMB with an implicit interest rate of 13% - Properties built on the main plot leased under long-term leases are classified as finance leases, with payment terms ranging from **5 to 15 years**[115](index=115&type=chunk)[117](index=117&type=chunk)[118](index=118&type=chunk)[119](index=119&type=chunk) H1 2025 Present Value of Finance Lease Receivables | Term | June 30, 2025 (HK$ Thousand) | December 31, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Within 1 year | 35,184 | 26,319 | | In the 2nd year | 14,352 | 15,727 | | In the 3rd year | 17,227 | 16,089 | | In the 4th year | 20,535 | 19,262 | | In the 5th year | 24,256 | 22,938 | | After 5 years | 63,077 | 76,275 | | **Total Present Value of Minimum Lease Payments Receivable** | **174,631** | **176,610** | - All finance leases are denominated in RMB, with an implicit interest rate of **13%** (December 31, 2024: **13%**)[121](index=121&type=chunk)[123](index=123&type=chunk) [20. LOANS RECEIVABLES](index=36&type=section&id=20.%20LOANS%20RECEIVABLES) As of June 30, 2025, net loans receivable amounted to HK$174,062,000, a slight increase from December 31, 2024; a reversal of allowance for expected credit losses on loans receivable of HK$1,702,000 was recognized this period; all loans are denominated in HKD with effective annual interest rates ranging from 8% to 20% H1 2025 Loans Receivable Data | Item | June 30, 2025 (HK$ Thousand) | December 31, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Loans to Customers | 929,868 | 929,868 | | Accrued Interest Receivable | 58,017 | 55,652 | | Accumulated Allowance for Expected Credit Losses | (813,823) | (813,704) | | **Net Loans Receivable** | **174,062** | **171,816** | - All loans are denominated in HKD, with effective annual interest rates ranging from **8% to 20%**[126](index=126&type=chunk)[127](index=127&type=chunk) - A reversal of allowance for expected credit losses on loans receivable of **HK$1,702,000** was recognized in the current period (2024: **HK$993,000**)[128](index=128&type=chunk)[130](index=130&type=chunk) - As of June 30, 2025, four loans are secured by corporate guarantees, three loans are secured by corporate guarantees and a pledge of usage rights for **4,000** niches in Hong Kong, and other loans are secured by share charges[129](index=129&type=chunk)[130](index=130&type=chunk) [21. TRADE RECEIVABLES](index=39&type=section&id=21.%20TRADE%20RECEIVABLES) As of June 30, 2025, net trade receivables amounted to HK$37,919,000, a slight increase from December 31, 2024; no allowance for expected credit losses on trade receivables was recognized this period, compared to HK$2,120,000 in the prior period H1 2025 Trade Receivables Data | Item | June 30, 2025 (HK$ Thousand) | December 31, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Trade Receivables | 40,809 | 39,646 | | Accumulated Allowance for Expected Credit Losses | (2,890) | (2,890) | | **Net Trade Receivables** | **37,919** | **36,756** | H1 2025 Trade Receivables Ageing Analysis | Ageing | June 30, 2025 (HK$ Thousand) | December 31, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | 0 – 30 days | 4,871 | 5,036 | | 31 – 60 days | 3,651 | 6,795 | | 61 – 90 days | 7,376 | 6,628 | | 91 – 120 days | 3,758 | 4,103 | | 121 – 180 days | 7,555 | 10,052 | | Over 180 days | 10,708 | 4,142 | | **Total** | **37,919** | **36,756** | - The Group allows credit periods ranging from **0 to 270 days** for customers and closely monitors credit limits[137](index=137&type=chunk)[138](index=138&type=chunk) - No allowance for expected credit losses on trade receivables was recognized in the current period (2024: **HK$2,120,000**)[138](index=138&type=chunk)[139](index=139&type=chunk) [22. MOVEMENTS IN ASSETS CLASSIFIED AS HELD FOR SALE](index=41&type=section&id=22.%20MOVEMENTS%20IN%20ASSETS%20CLASSIFIED%20AS%20HELD%20FOR%20SALE) As of June 30, 2025, a long-term lease related to residential serviced apartments has not yet commenced, and related assets totaling HK$13,735,000 have been reclassified as held for sale; net proceeds from disposal are expected to exceed the net carrying amount, thus no impairment loss was recognized - A long-term lease related to residential serviced apartments has not yet commenced and is expected to commence within **12 months**[143](index=143&type=chunk)[146](index=146&type=chunk) - Related property, plant and equipment, right-of-use assets, and operating rights totaling **HK$13,735,000** (December 31, 2024: **HK$13,527,000**) have been reclassified as held for sale[143](index=143&type=chunk)[146](index=146&type=chunk) - Net proceeds from disposal are expected to exceed the net carrying amount, thus no impairment loss was recognized[144](index=144&type=chunk)[146](index=146&type=chunk) [23. SHARE CAPITAL](index=41&type=section&id=23.%20SHARE%20CAPITAL) As of June 30, 2025, the company's issued share capital was HK$38,196,000, with 381,961,000 ordinary shares; the share capital structure was adjusted by a share consolidation on June 20, 2025, where every ten HK$0.01 par value ordinary shares were consolidated into one HK$0.10 par value ordinary share H1 2025 Share Capital Changes | Item | Number of Shares (Thousand Shares) | Share Capital (HK$ Thousand) | | :--- | :--- | :--- | | As at January 1, 2024, December 31, 2024 and January 1, 2025 (issued and fully paid) | 3,819,606 | 38,196 | | Share Consolidation | (3,437,645) | – | | **As at June 30, 2025 (issued and fully paid)** | **381,961** | **38,196** | - On June 20, 2025, the company consolidated every **ten** ordinary shares of **HK$0.01** par value into **one** ordinary share of **HK$0.10** par value[148](index=148&type=chunk)[329](index=329&type=chunk) - After the share consolidation, the number of issued ordinary shares changed from **3,819,606,486** to **381,960,648**, while the total authorized share capital remained unchanged[148](index=148&type=chunk)[330](index=330&type=chunk) [24. TRADE PAYABLES](index=42&type=section&id=24.%20TRADE%20PAYABLES) As of June 30, 2025, total trade payables amounted to HK$39,368,000, a decrease from December 31, 2024; the majority of these payables have an aging period exceeding 120 days H1 2025 Trade Payables Ageing Analysis | Ageing | June 30, 2025 (HK$ Thousand) | December 31, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | 0 – 30 days | 1,729 | 1,555 | | 31 – 60 days | 1,036 | 3,084 | | 61 – 90 days | 1,236 | 726 | | 91 – 120 days | 671 | 84 | | Over 120 days | 34,696 | 37,557 | | **Total** | **39,368** | **43,006** | - The average credit period for purchases of goods and services is **120 days**[151](index=151&type=chunk) - The Group has implemented financial risk management policies to ensure all payables are settled within the credit terms[151](index=151&type=chunk) [25. BANK BORROWINGS](index=43&type=section&id=25.%20BANK%20BORROWINGS) As of June 30, 2025, the Group's total bank borrowings amounted to HK$135,236,000, all of which are secured and classified as current liabilities due to containing a repayment on demand clause; these borrowings are primarily collateralized by Hong Kong properties, bank deposits, structured investment products, and life insurance policies H1 2025 Bank Borrowings Maturity Profile | Term | June 30, 2025 (HK$ Thousand) | December 31, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Within 1 year | 7,747 | 6,208 | | Over 1 year but not exceeding 2 years | 7,778 | 6,588 | | Over 2 years but not exceeding 5 years | 23,334 | 22,301 | | Over 5 years | 96,377 | 102,728 | | **Total** | **135,236** | **137,825** | - All bank borrowings are secured and entirely classified as current liabilities due to containing a repayment on demand clause[153](index=153&type=chunk)[160](index=160&type=chunk) - Principal collateral includes the Group's buildings and investment properties in Hong Kong, bank deposits, structured investment products, shares, and life insurance policies of key management personnel[154](index=154&type=chunk)[155](index=155&type=chunk)[156](index=156&type=chunk)[157](index=157&type=chunk)[158](index=158&type=chunk) - Borrowing interest rates are one-month HIBOR plus **2.5%** per annum or bank's cost of funds plus **1%** per annum[154](index=154&type=chunk)[156](index=156&type=chunk)[158](index=158&type=chunk) [26. OTHER BORROWINGS](index=47&type=section&id=26.%20OTHER%20BORROWINGS) As of June 30, 2025, the Group's total other borrowings amounted to HK$252,201,000, comprising secured margin financing and unsecured borrowings; some borrowings are personally guaranteed by directors, and the maturity dates of certain unsecured borrowings have been extended H1 2025 Other Borrowings Breakdown | Borrowing Type | June 30, 2025 (HK$ Thousand) | December 31, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Secured Other Borrowings – Securities Margin Financing | 34,652 | 49,388 | | Unsecured Other Borrowings | 217,549 | 203,148 | | **Total** | **252,201** | **252,536** | - Securities margin financing of **HK$34,652,000** bears interest at prime rate plus **3%** per annum, secured by Hong Kong listed equity securities and a personal guarantee from Mr. Li Xiongwei, the Chairman of the Board[163](index=163&type=chunk)[165](index=165&type=chunk) - An unsecured borrowing of **HK$200,000,000** with an interest rate of **10%** per annum, personally guaranteed by Mr. Li Xiongwei, had its maturity date extended from April 1, 2025, to April 1, 2027[168](index=168&type=chunk) - Other unsecured borrowings include a revolving loan facility of **HK$85,000** (interest at prime rate plus **3%** per annum) and cash advances of **HK$2,480,000** (interest at a fixed annual rate of **4%**)[169](index=169&type=chunk)[170](index=170&type=chunk)[171](index=171&type=chunk) [27. GUARANTEED SECURED NOTES](index=49&type=section&id=27.%20GUARANTEED%20SECURED%20NOTES) As of June 30, 2025, the outstanding principal amount of guaranteed secured notes was HK$193,166,000, bearing interest at 10% per annum with an effective annual interest rate of 14.51%; these notes are secured by a share charge over Eternal Strategy Investment (China) Co., Ltd. and personal guarantees from two executive directors, and were classified as current liabilities due to a breach of certain terms by the Group for failing to pay interest on time H1 2025 Guaranteed Secured Notes Changes | Item | Amount (HK$ Thousand) | | :--- | :--- | | As at January 1, 2025 | 174,267 | | Estimated Interest | 18,899 | | **As at June 30, 2025** | **193,166** | - The notes bear interest at **10%** per annum, with an effective annual interest rate of **14.51%**[175](index=175&type=chunk)[178](index=178&type=chunk)[179](index=179&type=chunk)[180](index=180&type=chunk)[182](index=182&type=chunk) - Collateral includes a share charge over **100%** of the issued share capital of Eternal Strategy Investment (China) Co., Ltd., and personal guarantees from Mr. Li Xiongwei and Mr. Zhang Guowei[175](index=175&type=chunk)[178](index=178&type=chunk)[179](index=179&type=chunk)[182](index=182&type=chunk) - The Group breached certain terms by failing to pay interest on time, resulting in the loan being classified as a current liability; directors are renegotiating with the lender and believe there are sufficient alternative funding sources[181](index=181&type=chunk)[183](index=183&type=chunk) [28. AMOUNTS DUE TO DIRECTORS AND RELATED PARTY](index=52&type=section&id=28.%20AMOUNTS%20DUE%20TO%20DIRECTORS%20AND%20RELATED%20PARTY) As of June 30, 2025, amounts due to directors and related parties totaled HK$69,604,000, primarily comprising cash advances from Mr. Li Xiongwei, Mr. Zhang Guoxun, Mr. Zhang Guowei, and his spouse Ms. Chan Mei Sau, most of which are unsecured and repayable on demand H1 2025 Amounts Due to Directors and Related Parties | Related Party | June 30, 2025 (HK$ Thousand) | December 31, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Mr. Li Xiongwei | 12,312 | 12,945 | | Mr. Zhang Guoxun | 1,200 | 600 | | Mr. Zhang Guowei | 3,872 | 7,481 | | Ms. Chan Mei Sau (spouse of Mr. Zhang Guowei) | 52,220 | 52,470 | | **Total** | **69,604** | **73,496** | - Cash advances from Mr. Li Xiongwei bear interest at **21.60%** per annum, while cash advances from Mr. Zhang Guoxun are interest-free[186](index=186&type=chunk)[189](index=189&type=chunk) - Cash advances from Mr. Zhang Guowei and his spouse Ms. Chan Mei Sau bear interest at one-month HIBOR plus **1.3%** per annum or prime rate less **2.25%/2.50%** (whichever is lower)[187](index=187&type=chunk)[188](index=188&type=chunk)[189](index=189&type=chunk) [29. AMOUNTS DUE TO ASSOCIATES](index=53&type=section&id=29.%20AMOUNTS%20DUE%20TO%20ASSOCIATES) As of June 30, 2025, amounts due to associates totaled HK$8,523,000, with the majority bearing interest at prime rate plus 3% per annum and maturing on March 21, 2026, while the remainder is interest-free - The outstanding balance of amounts due to an associate is **HK$6,564,000**, bearing interest at prime rate plus **3%** per annum, due on March 21, 2026, and contains a repayment on demand clause[191](index=191&type=chunk)[195](index=195&type=chunk) - Another outstanding balance of amounts due to an associate is **HK$1,959,000**, which is unsecured, interest-free, and repayable on demand[192](index=192&type=chunk)[195](index=195&type=chunk) [30. CONVERTIBLE BONDS](index=53&type=section&id=30.%20CONVERTIBLE%20BONDS) The company issued two tranches of convertible bonds (Convertible Bonds I and II) in December 2024 and April 2025, with principal amounts of HK$4,000,000 and HK$9,000,000 respectively, both bearing interest at 5% per annum; these bonds grant holders the right to convert into ordinary shares and are measured at fair value, with fair value changes recognized in profit or loss - The company issued Convertible Bonds I with a principal amount of **HK$4,000,000** on December 23, 2024, with a conversion price of **HK$0.774** per share and an effective annual interest rate of **11.05%**[193](index=193&type=chunk)[194](index=194&type=chunk)[196](index=196&type=chunk)[197](index=197&type=chunk) - The company issued Convertible Bonds II with a principal amount of **HK$9,000,000** on April 2, 2025, with a conversion price of **HK$0.558** per share and an effective annual interest rate of **16.02%**[198](index=198&type=chunk)[199](index=199&type=chunk)[203](index=203&type=chunk)[204](index=204&type=chunk) - The equity component of convertible bonds is presented in equity as "Convertible bonds equity reserve," while the liability component is measured at fair value, with fair value changes recognized in profit or loss[194](index=194&type=chunk)[197](index=197&type=chunk)[199](index=199&type=chunk)[204](index=204&type=chunk)[205](index=205&type=chunk) - The conversion price is adjustable in cases of share consolidation, subdivision, capitalization, rights issue, or issuance of new shares at a price below market value[200](index=200&type=chunk)[204](index=204&type=chunk) [31. CAPITAL COMMITMENTS](index=55&type=section&id=31.%20CAPITAL%20COMMITMENTS) As of June 30, 2025, the Group had capital commitments of HK$246,284,000 for the development costs of the main plot, which are contracted but not yet provided for H1 2025 Capital Commitments | Item | June 30, 2025 (HK$ Thousand) | December 31, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Capital Expenditure for Main Plot | 246,284 | 227,201 | - The Group's total commitments for the development costs of the main plot amounted to **HK$246,284,000**, which are contracted but not yet provided for[209](index=209&type=chunk)[343](index=343&type=chunk)[347](index=347&type=chunk) [32. EQUITY-SETTLED SHARE-BASED PAYMENT TRANSACTION](index=56&type=section&id=32.%20EQUITY-SETTLED%20SHARE-BASED%20PAYMENT%20TRANSACTION) The company has a share option scheme and a share award scheme; the 2011 share option scheme expired in 2021, the 2021 share option scheme was terminated in 2024, and a new 2024 share option scheme was adopted in August 2024; the share award scheme was also revised in August 2024, and 3,800,000 share awards were granted in September 2024 - The 2011 Share Option Scheme expired on December 11, 2021, but its provisions remain effective for unexercised share options[213](index=213&type=chunk)[214](index=214&type=chunk) - The 2021 Share Option Scheme was terminated on August 15, 2024, and a new 2024 Share Option Scheme was adopted, but no share options have been granted since its adoption[221](index=221&type=chunk)[222](index=222&type=chunk)[223](index=223&type=chunk)[224](index=224&type=chunk)[226](index=226&type=chunk)[227](index=227&type=chunk) - The Share Award Scheme was adopted on September 16, 2021, and revised on August 15, 2024, to comply with the latest requirements of Chapter 17 of the Listing Rules[225](index=225&type=chunk)[227](index=227&type=chunk) - On September 4, 2024, **3,800,000** share awards were granted to consultant Mr. Wong Chun Hung, with a vesting period from September 4, 2024, to September 4, 2025, a purchase price of zero, and a fair value of **HK$0.65**[232](index=232&type=chunk) - As of June 30, 2025, the total number of share options and awards available for grant under the 2024 Share Option Scheme and Share Award Scheme was **34,396,064**[235](index=235&type=chunk)[236](index=236&type=chunk) [33. MATERIAL RELATED PARTY TRANSACTIONS](index=63&type=section&id=33.%20MATERIAL%20RELATED%20PARTY%20TRANSACTIONS) The Group engaged in several material related party transactions with associates, key management personnel, and directors/major shareholders, including amounts due to/from associates, rental income, interest expenses, and personal guarantees provided by directors; most of these transactions are exempt from the related party transaction requirements of the Listing Rules H1 2025 Transactions with Associates | Item | June 30, 2025 (HK$ Thousand) | December 31, 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Amounts Due from an Associate | 38,437 | 38,437 | | Amounts Due to Associates | (8,523) | (9,385) | | Rental Income Received/Receivable from an Associate | 180 | 796 | | Interest Expense Paid/Payable to an Associate | (270) | (330) | H1 2025 Key Management Personnel Remuneration | Remuneration Type | H1 2025 (HK$ Thousand) | H1 2024 (HK$ Thousand) | | :--- | :--- | :--- | | Short-term Benefits | 540 | 585 | | Post-employment Benefits | 9 | 24 | | **Total** | **549** | **609** | - Mr. Li Xiongwei and Mr. Zhang Guowei provided several personal guarantees for the Group's borrowings, including a **HK$200,000,000** finance company loan, securities margin financing, and **HK$197,000,000** guaranteed secured notes[251](index=251&type=chunk)[254](index=254&type=chunk)[259](index=259&type=chunk)[263](index=263&type=chunk)[268](index=268&type=chunk) - These related party transactions are fully exempt from the related party transaction requirements under Chapter 14A of the Listing Rules[265](index=265&type=chunk)[267](index=267&type=chunk) [34. FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS](index=69&type=section&id=34.%20FAIR%20VALUE%20MEASUREMENTS%20OF%20FINANCIAL%20INSTRUMENTS) The Group measures the fair value of financial assets on a recurring basis, primarily including financial assets at fair value through profit or loss (such as key management personnel life insurance policies and Hong Kong listed equity securities); valuation employs a three-level fair value hierarchy and is conducted by the finance and accounting department in collaboration with independent valuers - Fair value measurements are categorized into three levels: Level 1 (quoted prices in active markets), Level 2 (observable inputs), and Level 3 (significant unobservable inputs)[275](index=275&type=chunk) H1 2025 Financial Assets Measured at Fair Value | Financial Asset | Fair Value Level | June 30, 2025 (HK$ Thousand) | December 31, 2024 (HK$ Thousand) | | :--- | :--- | :--- | :--- | | Key Management Personnel Life Insurance Policies | Level 2 | 10,286 | 10,135 | | Hong Kong Listed Equity Securities | Level 1 | 68,617 | 64,323 | | **Total** | | **78,903** | **74,458** | - The carrying amount of guaranteed secured notes is **HK$193,166,000**, with a fair value of **HK$192,695,000**; its fair value measurement is classified as Level 3, determined using discounted cash flow analysis[285](index=285&type=chunk)[286](index=286&type=chunk)[288](index=288&type=chunk) [35. CONTINGENT LIABILITIES](index=72&type=section&id=35.%20CONTINGENT%20LIABILITIES) The Group faces a civil lawsuit involving its wholly-owned subsidiary, Beijing Beihu Jiuhou Business Hotel Co., Ltd., for outstanding legal fees of RMB31,000,000 related to a 2010 property transaction; Chinese legal counsel believes it is unlikely Beihu Jiuhou will be required to pay, thus no provision has been made - A Beijing law firm filed a civil lawsuit against Beihu Jiuhou, a wholly-owned subsidiary of the Group, seeking outstanding legal fees of **RMB31,000,000** (approximately **HK$33,967,000**) related to a 2010 property transaction[287](index=287&type=chunk)[289](index=289&type=chunk) - Chinese legal counsel advised that it is unlikely Beihu Jiuhou will be required to pay this fee, thus no provision for liability has been made[287](index=287&type=chunk)[289](index=289&type=chunk) [36. EVENTS AFTER THE END OF THE REPORTING PERIOD](index=73&type=section&id=36.%20EVENTS%20AFTER%20THE%20END%20OF%20THE%20REPORTING%20PERIOD) As of the approval date of the condensed consolidated financial statements, the Group had no significant events after the end of the reporting period - The Group had no significant events after the end of the reporting period and up to the date of approval of the condensed consolidated financial statements[290](index=290&type=chunk)[293](index=293&type=chunk) [37. COMPARATIVE FIGURES](index=73&type=section&id=37.%20COMPARATIVE%20FIGURES) Certain comparative figures have been adjusted for the share consolidation effective June 20, 2025, assuming the share consolidation had been effective in prior periods - Certain comparative figures have been adjusted for the share consolidation effective June 20, 2025, as described in Note 12[291](index=291&type=chunk)[294](index=294&type=chunk) [38. APPROVAL OF CONDENSED CONSOLIDATED FINANCIAL STATEMENTS](index=73&type=section&id=38.%20APPROVAL%20OF%20CONDENSED%20CONSOLIDATED%20FINANCIAL%20STATEMENTS) The condensed consolidated financial statements were approved and authorized for issue by the Board of Directors on August 28, 2025 - The condensed consolidated financial statements were approved and authorized for issue by the Board of Directors on August 28, 2025[292](index=292&type=chunk)[295](index=295&type=chunk) [Management Discussion and Analysis](index=74&type=section&id=Management%20Discussion%20and%20Analysis) [FINANCIAL REVIEW](index=74&type=section&id=FINANCIAL%20REVIEW) The Group's revenue slightly decreased this period, but losses significantly narrowed, primarily due to the absence of goodwill impairment and improved fair value changes of financial assets; liquidity, despite an improvement in net current liabilities, still faces challenges; the Group raised capital through convertible bond issuance and pledged assets - For the six months ended June 30, 2025, the Group's revenue was **HK$107,702,000**, a slight decrease of **0.4%** from the prior period[296](index=296&type=chunk) - Loss attributable to owners of the company was **HK$45,366,000**, a **65%** reduction from the prior period, mainly due to the absence of goodwill impairment loss and a shift from loss to gain in fair value changes of financial assets[297](index=297&type=chunk) - As of June 30, 2025, the Group's net current liabilities were **HK$549,160,000**, with a current ratio of **0.47** and a gearing ratio of **63%**[327](index=327&type=chunk)[332](index=332&type=chunk) - The Group raised approximately **HK$13,000,000** through the issuance of convertible bonds, primarily for general working capital and debt repayment[339](index=339&type=chunk) - As of June 30, 2025, several of the Group's assets were pledged, including Shun Tak properties, shares of Eternal Strategy Investment (China) Co., Ltd., Hong Kong listed equity securities, and key management personnel life insurance policies[342](index=342&type=chunk) [Results of Operations](index=74&type=section&id=Results%20of%20Operations) The Group's revenue slightly decreased this period, but operating loss and loss for the period significantly narrowed; the gross profit margin for sales of jewelry products remained stable, property investment gross profit declined, while golf club operations saw an increase in both gross profit and gross profit margin; other gains and losses significantly improved, and administrative expenses decreased due to cost-saving measures H1 2025 Revenue and Gross Profit Changes by Business Segment | Business | H1 2025 Revenue (HK$ Thousand) | H1 2024 Revenue (HK$ Thousand) | Revenue Change (%) | H1 2025 Gross Profit (HK$ Thousand) | H1 2024 Gross Profit (HK$ Thousand) | Gross Profit Change (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Money Lending | 6,774 | 11,133 | -39.1% | - | - | - | | Sales of Jewelry Products | 31,255 | 31,796 | -1.7% | 5,412 | 5,483 | -1.3% | | Property Investment | 2,815 | 5,235 | -46.2% | 2,815 | 5,235 | -46.2% | | Golf Club Operations | 67,432 | 64,613 | +4.4% | 45,175 | 40,710 | +11.0% | | Sales of Financial Assets | (574) | (4,621) | +87.6% (loss narrowed) | - | - | - | - Fair value changes of financial assets generated a gain of **HK$7,828,000**, compared to a loss of **HK$19,418,000** in the prior period[304](index=304&type=chunk) - Administrative expenses decreased from **HK$57,876,000** to **HK$54,515,000**, primarily due to effective cost-saving measures[307](index=307&type=chunk)[310](index=310&type=chunk) - Share of results of associates turned from a loss of **HK$842,000** in the prior period to a gain of **HK$713,000**[308](index=308&type=chunk)[310](index=310&type=chunk) - Finance costs decreased by **15%**, mainly due to the elimination of additional finance costs from delayed interest settlement on guaranteed secured notes due in 2025, and a reduction in amounts due to directors and related parties[311](index=311&type=chunk)[315](index=315&type=chunk) [Liquidity and Financial Resources](index=77&type=section&id=Liquidity%20and%20Financial%20Resources) As of June 30, 2025, the Group's cash and cash equivalents amounted to HK$41,070,000, with total outstanding borrowings of HK$650,207,000; net current liabilities and the current ratio improved, but the gearing ratio slightly increased; the company's capital structure saw no significant changes this period, and a share consolidation was completed on June 20 - As of June 30, 2025, cash and cash equivalents were **HK$41,070,000** (December 31, 2024: **HK$30,322,000**)[314](index=314&type=chunk)[317](index=317&type=chunk) - Total outstanding borrowings amounted to **HK$650,207,000**, including guaranteed secured notes, bank financing, finance company loans, securities margin financing, and advances from directors/related parties[319](index=319&type=chunk)[320](index=320&type=chunk)[321](index=321&type=chunk)[322](index=322&type=chunk)[324](index=324&type=chunk)[336](index=336&type=chunk) H1 2025 Liquidity Ratios | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Gearing Ratio | 63% | 60% | | Net Current Liabilities (HK$ Thousand) | (549,160) | (563,632) | | Current Ratio | 0.47 | 0.45 | - The company completed a share consolidation on June 20, 2025, where every **ten** ordinary shares of **HK$0.01** par value were consolidated into **one** ordinary share of **HK$0.10** par value[329](index=329&type=chunk)[335](index=335&type=chunk) [Use of Proceeds from Fund Raising Activities](index=82&type=section&id=Use%20of%20Proceeds%20from%20Fund%20Raising%20Activities) The company conducted two convertible bond subscription activities in the past 12 months, raising approximately HK$13,000,000, with proceeds used as planned for general working capital and debt repayment, with no unutilized portion as of June 30, 2025 Use of Proceeds from Fund Raising Activities | Announcement Date | Fund Raising Activity | Net Proceeds (Approx.) | Intended Use | Actual Use | | :--- | :--- | :--- | :--- | :--- | | December 23, 2024 and January 7, 2025 | Subscription of Convertible Bonds under General Mandate | HK$4 million | General working capital | Consistent with announced intended use | | April 16, 2025 and April 29, 2025 | Subscription of Convertible Bonds under General Mandate | HK$9 million | (i) Up to HK$2 million for general working capital (staff costs, legal & professional fees); (ii) Up to HK$7 million for repayment of Group debts | Consistent with announced intended use | - As of June 30, 2025, there was no unutilized portion of the proceeds from fund-raising activities[339](index=339&type=chunk) [Material Acquisitions of Subsidiaries, Associates, and Joint Ventures](index=83&type=section&id=Material%20Acquisitions%20of%20Subsidiaries,%20Associates,%20and%20Joint%20Ventures) For the six months ended June 30, 2025, the Group had no material acquisitions of subsidiaries, associates, or joint ventures - For the six months ended June 30, 2025, the Group had no material acquisitions of subsidiaries, associates, or joint ventures[340](index=340&type=chunk) [Material Disposals of Subsidiaries, Associates, and Joint Ventures](index=83&type=section&id=Material%20Disposals%20of%20Subsidiaries,%20Associates,%20and%20Joint%20Ventures) For the six months ended June 30, 2025, the Group had no material disposals of subsidiaries, associates, or joint ventures - For the six months ended June 30, 2025, the Group had no material disposals of subsidiaries, associates, or joint ventures[341](index=341&type=chunk) [Pledge of Assets](index=83&type=section&id=Pledge%20of%20Assets) As of June 30, 2025, several of the Group's assets were pledged, including Shun Tak properties, shares of Eternal Strategy Investment (China) Co., Ltd., Hong Kong listed equity securities, bank deposits, and key management personnel life insurance policies, to secure bank financing, guaranteed secured notes, and securities margin financing - Shun Tak properties (carrying amount of **HK$210,500,000**) were pledged to secure bank financing granted to the Group[342](index=342&type=chunk) - **100%** of the issued shares of Eternal Strategy Investment (China) Co., Ltd. (unaudited consolidated net assets of **HK$1,125,074,000**) were pledged to secure guaranteed secured notes due in 2025[342](index=342&type=chunk) - Hong Kong listed equity securities (fair value of **HK$71,680,000**) and key management personnel life insurance policies (**HK$10,286,000**) were pledged to secure securities margin financing and bank financing[342](index=342&type=chunk) [Material Commitments](index=84&type=section&id=Material%20Commitments) As of June 30, 2025, the Group had total commitments of HK$246,284,000 for the development costs of the main plot, which are contracted but not yet provided for - As of June 30, 2025, the Group's total commitments for the development costs of the main plot, which are contracted but not yet provided for, amounted to **HK$246,284,000**[343](index=343&type=chunk)[347](index=347&type=chunk) [Exchange Risk and Hedging](index=84&type=section&id=Exchange%20Risk%20and%20Hedging) The Group's majority of transactions, assets, and liabilities are denominated in HKD and RMB, primarily exposing it to RMB exchange rate risk; the Board closely monitors this risk, but no financial instruments were used for hedging during the period - The Group's majority of transactions, assets, and liabilities are denominated in HKD and RMB, primarily exposing it to RMB exchange rate risk[344](index=344&type=chunk)[348](index=348&type=chunk) - The Board closely monitors exchange rate risk, but the Group did not use financial instruments for hedging purposes for the six months ended June 30, 2025[344](index=344&type=chunk)[348](index=348&type=chunk) [Contingent Liabilities](index=84&type=section&id=Contingent%20liabilities) The Group faces a civil lawsuit involving its wholly-owned subsidiary, Beijing Beihu Jiuhou Business Hotel Co., Ltd., for outstanding legal fees of RMB31,000,000 related to a 2010 property transaction; Chinese legal counsel believes it is unlikely Beihu Jiuhou will be required to pay, thus no provision has been made - A Beijing law firm filed a civil lawsuit against Beihu Jiuhou, a wholly-owned subsidiary of the Group, seeking outstanding legal fees of **RMB31,000,000** (approximately **HK$33,967,000**) related to a 2010 property transaction[345](index=345&type=chunk)[349](index=349&type=chunk) - Chinese legal counsel advised that it is unlikely Beihu Jiuhou will be required to pay this fee, thus no provision for liability has been made[346](index=346&type=chunk)[350](index=350&type=chunk) [Employees and Remuneration Policy](index=85&type=section&id=Employees%20and%20remuneration%20policy) As of June 30, 2025, the Group had 346 employees, with staff costs of HK$33,009,000, a decrease from the prior period, mainly due to reduced headcount and cost-saving measures; employee benefits include basic salaries, retirement benefits, discretionary bonuses, medical plans, share options, and share awards - As of June 30, 2025, the Group had **346** employees (2024: **357** employees)[351](index=351&type=chunk) - Staff costs (including directors' emoluments) amounted to **HK$33,009,000**, a decrease from **HK$38,868,000** in the prior period, mainly due to a reduction in headcount and effective cost-saving measures[351](index=351&type=chunk) - Employee benefits include basic salaries, contributions to retirement benefit schemes, discretionary bonuses, medical plans, share options, and share awards[351](index=351&type=chunk) [OPERATIONS REVIEW](index=85&type=section&id=OPERATIONS%20REVIEW) The Group's various business segments showed mixed performance; sales of financial assets turned from loss to gain, money lending saw decreased interest income but actively pursued overdue loans; sales of jewelry products maintained stable revenue and actively expanded new product lines and overseas markets; property investment revenue declined but segment loss narrowed; golf club operations performed steadily, providing consistent revenue; investment in associates saw an increase in the fair value of Elite Prosperous' investment - The sales of financial assets business recorded a segment gain of **HK$7,214,000**, reversing a loss of **HK$24,109,000** in the prior period, primarily from gains on fair value changes of financial assets[352](index=352&type=chunk)[355](index=355&type=chunk) - Money lending business loan interest income decreased by **39%**, mainly due to certain loans being classified as credit-impaired; the Group is actively negotiating repayment with customers and taking legal action[361](index=361&type=chunk)[362](index=362&type=chunk)[365](index=365&type=chunk)[366](index=366&type=chunk)[370](index=370&type=chunk)[371](index=371&type=chunk)[372](index=372&type=chunk)[373](index=373&type=chunk)[374](index=374&type=chunk)[375](index=375&type=chunk)[376](index=376&type=chunk)[377](index=377&type=chunk)[378](index=378&type=chunk)[379](index=379&type=chunk)[380](index=380&type=chunk)[381](index=381&type=chunk)[385](index=385&type=chunk) - Sales of jewelry products business revenue slightly decreased by **2%** but recorded a segment profit, mainly due to no allowance for trade receivables being made in the current period; the Group is developing new product lines and expanding into Japan and other Asia-Pacific markets[386](index=386&type=chunk)[387](index=387&type=chunk)[390](index=390&type=chunk) - Property investment business revenue decreased by **46%**, but segment loss narrowed, primarily due to the absence of goodwill impairment loss in the current period; the Group is striving to increase the occupancy rate of residential serviced apartments[392](index=392&type=chunk)[393](index=393&type=chunk)[396](index=396&type=chunk)[397](index=397&type=chunk) - Golf club operations business revenue grew by **4.4%** and recorded a segment profit of **HK$28,752,000**, demonstrating stable performance and providing consistent revenue to the Group[414](index=414&type=chunk)[416](index=416&type=chunk) - Regarding investments in associates, the fair value change of the investment in Elite Prosperous resulted in a gain of **HK$713,000**[417](index=417&type=chunk)[420](index=420&type=chunk) [FUTURE PROSPECTS](index=98&type=section&id=FUTURE%20PROSPECTS) Facing global macroeconomic uncertainties in H2 2025, the Group will remain cautious; the Board will closely monitor the stock market and adjust its investment portfolio as appropriate, maintain the size of its loan portfolio, and continue developing new jewelry product lines and expanding overseas markets; property investment will focus on increasing apartment occupancy and completing remaining property construction; golf club operations are expected to provide stable revenue and moderate growth; the Group will concentrate on existing businesses to consolidate its foundation to meet challenges - Directors anticipate the global macroeconomic environment will remain uncertain in H2 2025 and will cautiously observe the stock market, adjusting and realizing its equity securities investment portfolio as appropriate[423](index=423&type=chunk)[424](index=424&type=chunk)[427](index=427&type=chunk) - The Group intends to maintain the size of its loan portfolio in H2 2025, with loan interest income expected to be similar to H1, and will strive to recover overdue loans receivable[425](index=425&type=chunk)[427](index=427&type=chunk) - The sales of jewelry products business will continue to develop new product lines (e.g., other gemstone and affordable jewelry products) and explore new overseas markets (e.g., Japan and Southeast Asian countries), but H2 performance is expected to be similar to H1[426](index=426&type=chunk)[428](index=428&type=chunk) - The property investment business will dedicate more effort and resources to marketing and leasing activities to increase occupancy rates and proceed with the planned completion of the remaining four residential serv

Group 1 - The company has appointed Tomasz Wojewoda, Raza Zaidi, and Zhao Yan as executive directors, effective from September 19, 2025 [1] - The group plans to expand into a new business focused on Runtime-as-a-Service (RaaS) and customized hardware and security modules, prioritizing security, compliance, and scalability in its overall technology architecture [1] - The new business will target traditional industry clients, providing comprehensive on-chain services including asset confirmation, issuance, settlement, custody, and risk control [1] Group 2 - The group intends to utilize different blockchain networks based on business scenario characteristics to achieve efficient and stable system support [2] - For high-frequency, low-transaction applications such as membership management and consumption point settlement, the group plans to use the Scroll network as a primary infrastructure [2] - The group will introduce suitable computing modules and encryption security devices to support verification node operations and on-chain data processing, with custom configurations based on business needs [2] Group 3 - As the digitalization process deepens, traditional enterprises show significant on-chain demand for asset confirmation, clearing, and auditable distribution, but face substantial technical and resource barriers [3] - By leveraging advanced technology networks like Scroll and the expertise of the newly appointed directors, the company expects to lower the on-chain entry barrier for clients and promote digital transformation across multiple industries [3] - The company aims to utilize the rich experience and expertise of the new directors to explore potential new business opportunities and manage operations [3]

Core Viewpoint - The company is expanding its business into blockchain-based services, focusing on Runtime-as-a-Service (RaaS) and customized hardware and security modules, prioritizing security, compliance, and scalability in its technology architecture [1][3]. Group 1: Management Changes - Tomasz Wojewoda, Raza Zaidi, and Zhao Yan have been appointed as executive directors, effective September 19, 2025 [1]. Group 2: New Business Development - The company plans to offer comprehensive on-chain services, including asset rights confirmation, issuance, settlement, custody, and risk control, targeting traditional industry clients such as golf clubs and real estate projects [1]. - The new business will integrate hardware and software to create a unified operational system, enhancing on-chain capabilities to support various business scenarios [1]. Group 3: Technical Implementation - The company intends to utilize different blockchain networks based on business scenario characteristics to ensure efficient and stable system support [2]. - For high-frequency, low-transaction applications like membership management and reward point settlement, the company plans to use the Scroll network, which is a zkEVM Layer 2 compatible with Ethereum, known for its scalability and security [2]. Group 4: Market Demand and Opportunities - As digitalization progresses, traditional enterprises are increasingly seeking on-chain solutions for rights confirmation, settlement, and auditable distribution, despite facing significant technical and resource barriers [3]. - By leveraging advanced technologies like Scroll and the expertise of the newly appointed directors, the company aims to lower the barriers to blockchain adoption for clients, facilitating digital transformation across multiple industries and enhancing recurring revenue stability [3].

Core Viewpoint - Eternal Strategy (00764.HK) has announced the appointment of Tomasz Wojewoda, Raza Zaidi, and Zhao Yan as executive directors, effective from September 19, 2025 [1] Company Summary - The company is set to enhance its leadership team with the new appointments [1]

ETERNITY INVESTMENT LIMITED 永 恒 策 略 投 資 有 限 公 司 * （ 於 百 慕 達 註 冊 成 立 之 有 限 公 司 ） （股份代號：764） 執行董事 李雄偉先生 （主席及行政總裁） 張國偉先生 張國勳先生 Tomasz Wojewoda先生 Raza Zaidi先生 趙豔女士 獨立非執行董事 尹成志先生 吳向仁先生 梁曼儀女士 羅國豪先生 * 僅供識別 - 1 - 附註： 董事名單與其角色及職能 Eternity Investment Limited（永恒策略投資有限公司*）董事（「董事」）會（「董事會」）成員載 列如下： C: 有關董事委員會之主席 M: 有關董事委員會之成員 承董事會命 Eternity Investment Limited 永恒策略投資有限公司* 主席 李雄偉 香港，二零二五年九月十九日 * 僅供識別 - 2 - 董事會設立四個董事委員會。下表提供各董事在該等委員會中所擔任之職位。 董事委員會 董事 審核委員會 薪酬委員會 提名委員會 財務委員會 李雄偉先生 M C 張國偉先生 C 張國勳先生 Tomasz Wojewoda先生 Raza Zai ...

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。 ETERNITY INVESTMENT LIMITED 永 恒 策 略 投 資 有 限 公 司 * （ 於 百 慕 達 註 冊 成 立 之 有 限 公 司 ） （股份代號：764） 委任執行董事 及最新業務資料 委任執行董事 Eternity Investment Limited（永恒策略投資有限公司*）（「本公司」，連同其附屬公司，統稱「本 集團」）董事（「董事」）會（「董事會」）欣然宣佈，Tomasz Wojewoda先生（「Wojewoda先生」）、 Raza Zaidi先生（「Zaidi先生」）及趙豔女士（「趙女士」）已獲委任為本公司執行董事，自二零二 五年九月十九日起生效。 Wojewoda先生、Zaidi先生及趙女士之詳細履歷如下： Wojewoda先生 Wojewoda先生，51歲，是Web3領域具備全球視野與實戰經驗的戰略型高管，曾在幣安幣 、 Scroll Foundation（「Sc ...

FF301 股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 截至月份: 2025年8月31日 狀態: 新提交 致：香港交易及結算所有限公司 公司名稱: 永恒策略投資有限公司 (於百慕達註冊成立之有限公司) 呈交日期: 2025年9月1日 I. 法定/註冊股本變動 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | 於香港聯交所上市 (註1) | | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 00764 | 說明 | 永恒策略 | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | 法定/註冊股本 | | | 上月底結存 | | | 1,000,000,000 | HKD | | 0.1 HKD | | 100,000,000 | | 增加 / 減少 (-) | | | | | | HKD | | | | 本月底結存 | | | 1,000,000,000 | HKD | | 0.1 HKD | | 100,000,000 | 本 ...