委員會會議的法定人數為不少於兩名成員。 3. 公司秘書或委員會所委任的任何人士將擔任委員會秘書。 會議次數 4. 委員會每年須舉行最少一次會議。 利亞零售有限公司 提名委員會 — 職權範圍 組成 1. 提名委員會於 2012 年 3 月 8 日由董事會成立。 成員 2. 根據其組成之規定，委員會應由不少於三名成員組成，並須以獨立非執行董事佔大 多數，且至少有一名成員為不同性別。 出席會議 會議通知 8. 每次會議的通知應說明會議舉行的日期、時間及地點，並在會議舉行日期前最少十 四天發送給委員會各成員和其他需要出席的人士。會議議程連同隨附之委員會文件 全部應在會議舉行日期前最少三天送達各成員及其他出席人士。 權力 職責 第1頁，共2頁 5. 委員會的職責包括： (a) 至少每年檢討董事會的架構、人數及組成（包括技能、知識及經驗方面）， 協助董事會維持董事會技能表，並就任何為配合本公司的企業策略而擬對董 事會作出的變動提出建議； (b) 物色具備合適資格可擔任董事的人士，並挑選或就被提名人士出任董事向董 事會提供意見； (c) 評核獨立非執行董事的獨立性； (d) 就董事委任或重新委任以及董事（尤其是主席及行政總 ...

發行人所發行上市權證/可轉換債券的相關信息 發行人所發行上市權證/可轉換債券 不適用 其他信息 其他信息 不適用 發行人董事 董事會包括執行董事馮裕銘先生及鄧子健先生；非執行董事馮國綸博士、楊立彬先生、馮詠儀女士及李珮明女士；及獨立非執行董 事羅啟耀先生、廖秀冬博士及曾雕龍先生。 第 2 頁 共 2 頁 v 1.1.1 第 1 頁 共 2 頁 v 1.1.1 EF001 EF001 免責聲明 | 香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責，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 公告全部或任何部份內容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 | | | --- | --- | | 股票發行人現金股息公告 | | | 發行人名稱 | 利亞零售有限公司 | | 股份代號 | 00831 | | 多櫃檯股份代號及貨幣 | 不適用 | | 相關股份代號及名稱 | 不適用 | | 公告標題 | 截至二零二五年六月三十日止六個月之中期股息 | | 公告日期 | 2025年8月14日 | | 公告狀態 | 新公告 | | 股息信息 | | | 股息類型 | 中期（半 ...

[Financial Summary](index=1&type=section&id=Financial%20Summary) During the reporting period, the Group's revenue decreased by 4.6% year-on-year to HKD 688.1 million, but strict cost control led to a 27.7% increase in core operating profit (including lease liability interest expense) to HKD 17.365 million, an 18.0% increase in profit attributable to company shareholders to HKD 15.06 million, and an 18.8% increase in basic earnings per share to HK 1.9 cents; however, the interim dividend per share decreased by 50% year-on-year to HK 1.0 cent Financial Performance Summary | Metric | 2025 (HKD Thousand) | 2024 (HKD Thousand) | Change | | :--- | :--- | :--- | :--- | | Revenue | 688,139 | 721,654 | -4.6% | | Core Operating Profit | 20,425 | 17,419 | +17.3% | | Core Operating Profit (including lease liability interest expense) | 17,365 | 13,598 | +27.7% | | Profit Attributable to Company Shareholders | 15,060 | 12,767 | +18.0% | | Basic Earnings Per Share (HK Cents) | 1.9 | 1.6 | +18.8% | | Interim Dividend Per Share (HK Cents) | 1.0 | 2.0 | -50.0% | [Operations Summary](index=2&type=section&id=Operations%20Summary) Despite a challenging business environment, the Group's revenue fell by 4.6%, but strict cost control successfully offset sales and gross margin pressures, leading to improved profitability; the Group maintains a robust financial position with HKD 167 million in net cash and no bank borrowings, while the total number of shops slightly decreased from 157 as of December 31, 2024, to 155 as of June 30, 2025 - The challenging business environment persists, with Group revenue falling by **4.6%**, but strict cost control offset sales and gross margin pressures, leading to improved profitability[6](index=6&type=chunk) - The Group maintains a robust financial position with **HKD 167 million** in net cash and no bank borrowings[6](index=6&type=chunk) Shop Count | Shop Type | As of June 30, 2025 | As of December 31, 2024 | | :--- | :--- | :--- | | Saint Honore Cake Shop (Hong Kong) | 110 | 111 | | Saint Honore Cake Shop (Macau) | 14 | 14 | | Saint Honore Cake Shop (Guangzhou) | 3 | 4 | | Mon cher Cake Shop (Hong Kong) | 7 | 7 | | Zoff Optical Shop (Hong Kong) | 16 | 16 | | Zoff Optical Shop (Singapore) | 5 | 5 | | **Total Shops under Convenience Retail Asia** | **155** | **157** | [CEO's Report](index=3&type=section&id=CEO%27s%20Report) The CEO's report highlights that despite an overall decline in the Hong Kong retail market, the Group maintained solid performance and market share; through product innovation, excellent customer experience, and talent development, the Group successfully navigated external challenges, with future plans including expanding market share, investing in talent and production facilities, and prudently growing the business - Despite an overall decline in the Hong Kong retail market, the Group maintained solid performance and market share through product innovation, excellent customer experience, and talent development[7](index=7&type=chunk) - The Group will continue to expand market share, invest in talent and production facilities, and prudently grow its business, particularly in B2B and value-added products[15](index=15&type=chunk)[16](index=16&type=chunk)[17](index=17&type=chunk) [Business Review](index=3&type=section&id=Business%20Review) The business review details the performance of each segment: Saint Honore Cake Shop offset revenue decline through product innovation and cost control, with B2B business achieving double-digit growth; Mon cher launched new products and successful collaborations; Zoff Hong Kong outperformed the market, while Singapore operations faced challenges and implemented cost-saving measures [Saint Honore Cake Shop](index=3&type=section&id=Business%20Review%EF%BC%8DSaint%20Honore%20Cake%20Shop) Saint Honore Cake Shop saw a reduction in store count across Hong Kong, Macau, and Guangzhou, with total revenue experiencing a mid-single-digit decline; facing weak consumption and market competition, the Group successfully offset some impacts through strict cost control and innovative products like European sourdough bread, frozen foods, and co-branded mini cakes, leading to an annual increase in profitability; the Group also invested in digital and social media, optimized the 'Saint Honore Cake Online' platform, reaching 1.4 million members, and B2B sales achieved double-digit growth, with investment in a new Tai Po plant to boost capacity - Saint Honore Cake Shop's store count decreased from **148** in the first half of 2024 to **127** as of June 30, 2025[8](index=8&type=chunk) - Total revenue for Hong Kong and Macau cake shops recorded a mid-single-digit decline, but profitability increased year-on-year through strict cost control and innovative product development[8](index=8&type=chunk) - Successfully launched European sourdough bread, frozen food series, and co-branded mini cakes with popular characters, offsetting the impact of weak celebration cake sales[8](index=8&type=chunk) - The 'Saint Honore Cake Online' platform has approximately **1.4 million** members, with over **220,000** 'Gold Members', and received 'Online-to-Offline Customer Experience' and 'Reputable Online Shop Certification' accolades[9](index=9&type=chunk) - Business-to-business (B2B) sales recorded double-digit growth, and a long-term lease negotiation was completed to relocate part of the Hong Kong factory to upgraded facilities in Tai Po, enhancing frozen product capacity and efficiency[10](index=10&type=chunk) [Mon cher and Merci Moncher](index=5&type=section&id=Business%20Review%EF%BC%8DMon%20cher%20and%20Merci%20Moncher) Mon cher cake shops maintained stable same-store sales and enhanced brand awareness by launching new products like mint chocolate rolls and mochi desserts, and collaborating with local cafe NOC; last December, the Group introduced 'Merci Moncher,' a new mid-range pastry shop concept blending Japanese and French baking styles, with its flagship store in Causeway Bay - Mon cher cake shops maintained stable same-store sales and enhanced brand awareness by launching new products (e.g., mint chocolate rolls, mochi desserts) and collaborating with NOC cafe[12](index=12&type=chunk) - Launched a new mid-range pastry shop concept, 'Merci Moncher,' blending Japanese and French baking styles, with its flagship store in Causeway Bay[12](index=12&type=chunk) [Zoff Optical Shops](index=5&type=section&id=Business%20Review%EF%BC%8DZoff) Zoff Hong Kong's franchise business recorded low single-digit growth in the first half, outperforming the overall shrinking Hong Kong optical market; by offering over 1,400 products, advanced eye examination services, intraocular pressure measurement, and collaborations with local brands, Zoff Hong Kong expanded its customer reach; the new Singapore franchise business faced challenges, with comparable same-store sales declining by a mid-single-digit percentage, leading to cost-saving measures that reduced operating costs by over 10% - Zoff Hong Kong's franchise business recorded low single-digit growth in the first half, outperforming the overall shrinking Hong Kong optical market[13](index=13&type=chunk) - Zoff Hong Kong offers over **1,400** products, promotes advanced eye examination and intraocular pressure measurement services, and collaborates with local brands like HSBC and Toys 'R' Us[13](index=13&type=chunk) - Zoff Singapore's comparable same-store sales recorded a mid-single-digit decline, with cost-saving measures reducing operating costs by over **10%**[14](index=14&type=chunk) [Future Outlook](index=6&type=section&id=Future%20Outlook) The Group is cautiously optimistic about revenue growth in the second half, anticipating a boost from Mid-Autumn Festival and Christmas holidays; facing retail market challenges and industry consolidation opportunities, the Group will focus on solidifying and expanding its cake shop market share through new store models and precise marketing to enhance brand image; the B2B business, a strategic pillar, will see significant investment in talent and production facilities to penetrate the mainland China market; Zoff will continue to expand in Hong Kong, adopt a prudent strategy in Singapore, and enhance eye examination services while launching more Japan-made eyewear products - The Group is cautiously optimistic about revenue growth in the second half, anticipating a boost from Mid-Autumn Festival and Christmas holidays[15](index=15&type=chunk) - The cake shop business will solidify and expand its core market share, enhancing brand image and optimizing costs through new store models, precise digital marketing, and the 'Saint Honore Cake Online' platform[15](index=15&type=chunk) - The business-to-business (B2B) segment is a strategic pillar, with significant investment in talent and production facilities to enhance capacity and profitability, and penetrate the mainland China market[15](index=15&type=chunk) - Zoff will continue to expand in Hong Kong, adopt a prudent strategy in Singapore, and enhance its range of eye examination services while launching more Japan-made fashionable eyewear products[16](index=16&type=chunk) [Discussion and Analysis](index=8&type=section&id=Discussion%20and%20Analysis) This chapter details the Group's financial performance, employee situation, and sustainability and corporate social responsibility practices; financially, revenue decreased but profitability improved, with robust cash flow; employee numbers slightly decreased, but investment in training and benefits continued; in CSR, the Group actively participated in environmental and community activities [Financial Review](index=8&type=section&id=Financial%20Review) The Group's first-half turnover decreased by 4.6% to HKD 688 million; the cake shop business was affected by store closures and local consumers traveling abroad, but B2B business and festive food sales remained flat; Zoff optical business saw a modest 0.3% growth; gross margin decreased by 2.0 percentage points to 51.7%, mainly due to promotional activities and an increased proportion of B2B business; through strict cost control, operating expenses as a percentage of turnover decreased, and both core operating profit and profit attributable to company shareholders increased; the Group holds HKD 167 million in net cash with no bank borrowings Financial Performance Overview | Metric | H1 2025 (HKD Thousand) | H1 2024 (HKD Thousand) | Change | | :--- | :--- | :--- | :--- | | Turnover | 688,000 | 721,654 | -4.6% | | Cake Shop Business Turnover | 615,000 | 648,658 | -5.2% | | Zoff Optical Business Turnover | 73,000 | 72,996 | +0.3% | | Gross Margin | 51.7% | 53.7% | -2.0 percentage points | | Operating Expenses as % of Turnover | 49.2% | 51.7% | -2.5 percentage points | | Core Operating Profit before Lease Liability Interest Expense | 20,000 | 17,419 | +17.3% | | Core Operating Profit (including lease liability interest expense) | 17,000 | 13,598 | +27.7% | | Net Profit | 15,000 | 13,000 | +18.0% | | Basic Earnings Per Share (HK Cents) | 1.9 | 1.6 | +18.8% | - The Group's net cash balance is **HKD 167 million**, with no bank borrowings, indicating a robust financial position[21](index=21&type=chunk) - The Board resolved to declare an interim dividend of **HK 1 cent** per share[22](index=22&type=chunk) [Employees](index=9&type=section&id=Employees) As of June 30, 2025, the Group had 2,704 employees, with Hong Kong employees accounting for 54%; total staff costs decreased year-on-year to HKD 245 million; the Group offers competitive remuneration, skill enhancement, and customer service training, and was recognized as a 'Manpower Developer' for its talent development achievements; through the 'Heart-to-Heart' program, the Group aims to enhance employee satisfaction and belonging, and organizes various social activities Employee Statistics | Metric | As of June 30, 2025 | | :--- | :--- | | Total Employees | 2,704 | | % of Hong Kong Employees | 54% | | % of Part-time Employees | 23% | | Total Staff Costs (HKD Thousand) | 245,000 | - The Group provides competitive remuneration packages, comprehensive skill enhancement, and customer service training, and was recognized as a 'Manpower Developer'[23](index=23&type=chunk) - Implemented the 'Heart-to-Heart' program to enhance employee satisfaction and belonging through career development, work-life balance, and social activities[24](index=24&type=chunk) [Sustainability and Corporate Social Responsibility](index=9&type=section&id=Sustainability%20and%20Corporate%20Social%20Responsibility) As a member of Fung Group, the Group adheres to the UN Global Compact, committing to sustainable operations through the '3Rs' principle (Reduce, Reuse, Recycle) to protect the environment and conserve resources; the Group actively participates in 'Earth Hour' and the 'Outdoor Lighting Charter,' collaborates with the Yindii app to redistribute unsold products, and donated over 150,000 bread and festive food items to NGOs - The Group adheres to the UN Global Compact, committing to sustainable operations through the '3Rs' principle to protect the environment and conserve resources[25](index=25&type=chunk) - Actively participates in 'Earth Hour' and the 'Outdoor Lighting Charter,' collaborates with the Yindii app to redistribute unsold products, and donated over **150,000** bread and festive food items to NGOs[25](index=25&type=chunk) - Saint Honore received the '15 Years Plus Caring Company' logo, and Zoff Hong Kong received the '5 Years Plus Caring Company' logo, demonstrating their commitment to the community[25](index=25&type=chunk) [Condensed Consolidated Financial Statements](index=10&type=section&id=Condensed%20Consolidated%20Financial%20Statements) This chapter presents the Group's unaudited condensed consolidated statement of profit or loss, statement of comprehensive income, statement of financial position, and statement of changes in equity for the six months ended June 30, 2025, providing detailed financial data reflecting operating results, financial position, and equity changes during the reporting period [Condensed Consolidated Statement of Profit or Loss](index=10&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss) For the six months ended June 30, 2025, the Group's revenue was HKD 688.1 million, with a gross profit of HKD 355.4 million; core operating profit was HKD 20.425 million, profit attributable to company shareholders was HKD 15.06 million, and basic earnings per share was HK 1.9 cents Statement of Profit or Loss | Metric | 2025 (HKD Thousand) | 2024 (HKD Thousand) | | :--- | :--- | :--- | | Revenue | 688,139 | 721,654 | | Cost of Sales | (332,698) | (334,427) | | Gross Profit | 355,441 | 387,227 | | Other Income | 3,715 | 3,333 | | Selling Expenses | (243,081) | (267,269) | | Distribution Costs | (37,188) | (42,180) | | Administrative Expenses | (58,462) | (63,692) | | Core Operating Profit | 20,425 | 17,419 | | Net Interest Expense | (1,065) | (672) | | Profit Before Income Tax | 19,360 | 16,747 | | Income Tax Expense | (4,300) | (3,980) | | Profit Attributable to Company Shareholders | 15,060 | 12,767 | | Basic Earnings Per Share (HK Cents) | 1.9 | 1.6 | [Condensed Consolidated Statement of Comprehensive Income](index=11&type=section&id=Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income) For the six months ended June 30, 2025, profit attributable to company shareholders was HKD 15.06 million; other comprehensive income primarily consisted of exchange differences of HKD 0.343 million, resulting in a total comprehensive income attributable to company shareholders of HKD 15.403 million Statement of Comprehensive Income | Metric | 2025 (HKD Thousand) | 2024 (HKD Thousand) | | :--- | :--- | :--- | | Profit Attributable to Company Shareholders | 15,060 | 12,767 | | Exchange Differences | 343 | (101) | | Total Comprehensive Income Attributable to Company Shareholders | 15,403 | 12,666 | [Condensed Consolidated Statement of Financial Position](index=12&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, the Group's total assets were HKD 1.153 billion, a decrease from HKD 1.213 billion as of December 31, 2024; total equity was HKD 643.3 million; non-current assets primarily included intangible assets, property, plant and equipment, and right-of-use assets; among current assets, cash and cash equivalents amounted to HKD 149.8 million; total liabilities were HKD 510 million, with current liabilities of HKD 403.8 million, including trade payables of HKD 61.563 million and gift vouchers of HKD 99.373 million Statement of Financial Position | Metric | As of June 30, 2025 (HKD Thousand) | As of Dec 31, 2024 (HKD Thousand) | | :--- | :--- | :--- | | Total Assets | 1,153,534 | 1,213,604 | | Non-current Assets | 840,239 | 878,616 | | Current Assets | 313,295 | 334,988 | | Cash and Cash Equivalents | 149,868 | 206,016 | | Total Equity | 643,347 | 635,422 | | Non-current Liabilities | 106,387 | 125,866 | | Current Liabilities | 403,800 | 452,316 | | Trade Payables | 61,563 | 71,347 | | Gift Vouchers | 99,373 | 113,350 | [Condensed Consolidated Statement of Changes in Equity](index=13&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) For the six months ended June 30, 2025, profit attributable to company shareholders was HKD 15.06 million, which, combined with exchange differences of HKD 0.343 million, resulted in a total comprehensive income of HKD 15.403 million for the period; dividends paid amounted to HKD 7.774 million; total equity at period-end was HKD 643.3 million, an increase from HKD 635.4 million at the beginning of the period Statement of Changes in Equity | Metric | As of June 30, 2025 (HKD Thousand) | As of Jan 1, 2024 (HKD Thousand) | | :--- | :--- | :--- | | Equity at Beginning of Period | 635,422 | 660,190 | | Profit Attributable to Company Shareholders | 15,060 | 12,767 | | Exchange Differences | 343 | (101) | | Total Comprehensive Income for the Period | 15,403 | 12,666 | | Employee Share Option Benefits | 296 | 156 | | Dividends Paid | (7,774) | (31,097) | | Equity at End of Period | 643,347 | 641,915 | [Notes to the Financial Statements](index=14&type=section&id=Notes%20to%20the%20Financial%20Statements) This chapter provides detailed notes to the condensed consolidated interim financial information, covering general company information, basis of financial statement preparation, revenue and segment information, breakdown of expenses, interest income and expense, income tax, earnings per share calculation, dividend policy, aging analysis of trade receivables and payables, and significant events after the reporting period [1. General Information](index=14&type=section&id=1.%20General%20Information) Convenience Retail Asia Limited and its subsidiaries primarily operate chain businesses including Saint Honore Cake Shop, Mon cher Cake Shop, and Zoff Optical Shops, as well as wholesale of bakery and seasonal products; the company is incorporated in the Cayman Islands, with its shares listed on the Main Board of the Hong Kong Stock Exchange - The Group's principal activities include the chain operation of Saint Honore Cake Shop, Mon cher Cake Shop, and Zoff Optical Shops, as well as the wholesale of bakery and seasonal products[30](index=30&type=chunk) - The Company is incorporated in the Cayman Islands, and its shares are listed on the Main Board of The Stock Exchange of Hong Kong Limited[30](index=30&type=chunk)[31](index=31&type=chunk) [2. Basis of Preparation](index=14&type=section&id=2.%20Basis%20of%20Preparation) This condensed consolidated interim financial information is prepared in accordance with Hong Kong Accounting Standard 34 'Interim Financial Reporting' issued by the Hong Kong Institute of Certified Public Accountants and the disclosure requirements of the Listing Rules of the Stock Exchange, consistent with the accounting policies and methods of computation used in the 2024 consolidated financial statements; newly adopted standards have no significant impact on this period's financial information - The financial information is prepared in accordance with Hong Kong Accounting Standard 34 'Interim Financial Reporting' and the disclosure requirements of the Listing Rules of the Stock Exchange[32](index=32&type=chunk) - The adoption of new and revised Hong Kong Financial Reporting Standards and Interpretations has no significant impact on this condensed consolidated interim financial information[32](index=32&type=chunk) [3. Revenue, Other Income and Segment Information](index=15&type=section&id=3.%20Revenue%2C%20Other%20Income%20and%20Segment%20Information) The Group primarily operates two segments: cake shop and optical; cake shop business revenue was HKD 614.9 million, and optical business revenue was HKD 73.219 million; core operating profit for the cake shop business was HKD 22.714 million, while the optical business recorded a core operating loss of HKD 2.289 million; management assesses business performance from a product/service perspective and has restated prior year comparative segment information Revenue by Source | Revenue Source | 2025 (HKD Thousand) | 2024 (HKD Thousand) | | :--- | :--- | :--- | | Bakery Product Sales Revenue | 614,920 | 648,658 | | Optical Product Sales Revenue | 73,219 | 72,996 | | **Total Revenue** | **688,139** | **721,654** | | Service Items and Other Income | 3,715 | 3,333 | Core Operating Profit/(Loss) by Segment | Segment | 2025 Core Operating Profit/(Loss) (HKD Thousand) | 2024 Core Operating Profit/(Loss) (HKD Thousand) | | :--- | :--- | :--- | | Cake Shop Business | 22,714 | 21,370 | | Optical Business | (2,289) | (3,951) | | **Group Total** | **20,425** | **17,419** | - Management primarily considers business performance from a product/service perspective (cake shop and optical businesses) starting from 2025, and has restated prior year comparative segment information[34](index=34&type=chunk) [4. Total Cost of Sales, Selling Expenses, Distribution Costs and Administrative Expenses](index=18&type=section&id=4.%20Total%20Cost%20of%20Sales%2C%20Selling%20Expenses%2C%20Distribution%20Costs%20and%20Administrative%20Expenses) For the six months ended June 30, 2025, the total cost of sales, selling expenses, distribution costs, and administrative expenses amounted to HKD 671.4 million, a decrease from HKD 707.5 million in the same period last year; employee benefit expenses were HKD 245 million, and cost of inventories sold was HKD 184.3 million Breakdown of Expenses | Expense Item | 2025 (HKD Thousand) | 2024 (HKD Thousand) | | :--- | :--- | :--- | | Cost of Inventories Sold | 184,306 | 190,795 | | Freight Charges | 18,643 | 21,414 | | Depreciation of Property, Plant and Equipment | 22,148 | 24,372 | | Depreciation of Right-of-use Assets | 75,271 | 87,483 | | Employee Benefit Expenses | 245,205 | 257,410 | | Short-term and Contingent Lease Payments | 8,513 | 7,932 | | Utilities Expenses | 21,374 | 22,064 | | Other Expenses | 94,379 | 94,507 | | **Total** | **671,429** | **707,568** | [5. Net Interest Expense](index=18&type=section&id=5.%20Net%20Interest%20Expense) For the six months ended June 30, 2025, the Group's interest income from bank deposits was HKD 1.995 million, and interest expense on lease liabilities was HKD 3.06 million, resulting in a net interest expense of HKD 1.065 million Net Interest Expense Details | Item | 2025 (HKD Thousand) | 2024 (HKD Thousand) | | :--- | :--- | :--- | | Interest Income from Bank Deposits | 1,995 | 3,149 | | Interest Expense on Lease Liabilities | (3,060) | (3,821) | | **Net Interest Expense** | **(1,065)** | **(672)** | [6. Income Tax Expense](index=19&type=section&id=6.%20Income%20Tax%20Expense) For the six months ended June 30, 2025, the Group's total income tax expense was HKD 4.3 million, comprising Hong Kong profits tax of HKD 3.92 million, overseas profits tax of HKD 1.692 million, and a deferred tax credit of HKD 1.312 million; the Hong Kong profits tax rate is 16.5% Income Tax Expense Breakdown | Item | 2025 (HKD Thousand) | 2024 (HKD Thousand) | | :--- | :--- | :--- | | Hong Kong Profits Tax | 3,920 | 2,947 | | Overseas Profits Tax | 1,692 | 1,208 | | Deferred Tax Credit | (1,312) | (175) | | **Total Income Tax Expense** | **4,300** | **3,980** | - Hong Kong profits tax is provided at a rate of **16.5%**[40](index=40&type=chunk) [7. Earnings Per Share](index=20&type=section&id=7.%20Earnings%20Per%20Share) For the six months ended June 30, 2025, profit attributable to company shareholders was HKD 15.06 million; basic earnings per share was HK 1.9 cents, and the weighted average number of shares for diluted earnings per share was 777,553,021 shares Earnings Per Share Calculation | Metric | 2025 (HKD Thousand/Shares) | 2024 (HKD Thousand/Shares) | | :--- | :--- | :--- | | Profit Attributable to Company Shareholders (HKD Thousand) | 15,060 | 12,767 | | Weighted Average Number of Ordinary Shares in Issue | 777,416,974 | 777,416,974 | | Weighted Average Number of Ordinary Shares for Diluted EPS Calculation | 777,553,021 | 777,587,482 | - Basic and diluted earnings per share are calculated based on the profit attributable to company shareholders and the weighted average number of ordinary shares in issue during the respective periods[42](index=42&type=chunk)[43](index=43&type=chunk) [8. Dividends](index=21&type=section&id=8.%20Dividends) The Board declared an interim dividend of HK 1 cent per share, totaling HKD 7.774 million, a decrease from HK 2 cents (HKD 15.548 million) in the same period of 2024 Dividend Declaration | Dividend Type | 2025 (HKD Thousand) | 2024 (HKD Thousand) | | :--- | :--- | :--- | | Interim Dividend Per Share | 1 HK Cents | 2 HK Cents | | Total Interim Dividend Declared | 7,774 | 15,548 | [9. Trade Receivables](index=21&type=section&id=9.%20Trade%20Receivables) As of June 30, 2025, total trade receivables amounted to HKD 60.458 million, an increase from HKD 37.687 million as of December 31, 2024; the credit period for most trade receivables ranges from 30 to 60 days Aging Analysis of Trade Receivables | Aging | As of June 30, 2025 (HKD Thousand) | As of Dec 31, 2024 (HKD Thousand) | | :--- | :--- | :--- | | 0 to 30 Days | 28,230 | 32,520 | | 31 to 60 Days | 7,923 | 27,151 | | 61 to 90 Days | 1,195 | 208 | | Over 90 Days | 339 | 579 | | **Total** | **60,458** | **37,687** | - The credit period for most trade receivables ranges from **30 to 60 days**[46](index=46&type=chunk) [10. Trade Payables](index=21&type=section&id=10.%20Trade%20Payables) As of June 30, 2025, total trade payables amounted to HKD 61.563 million, a decrease from HKD 71.347 million as of December 31, 2024 Aging Analysis of Trade Payables | Aging | As of June 30, 2025 (HKD Thousand) | As of Dec 31, 2024 (HKD Thousand) | | :--- | :--- | :--- | | 0 to 30 Days | 33,928 | 39,983 | | 31 to 60 Days | 23,894 | 27,924 | | 61 to 90 Days | 893 | 953 | | Over 90 Days | 2,848 | 2,487 | | **Total** | **61,563** | **71,347** | [11. Events After the Reporting Period](index=22&type=section&id=11.%20Events%20After%20the%20Reporting%20Period) In July 2025, the Group completed two significant transactions: signing a factory lease agreement in Tai Po Industrial Estate to expand production capacity and enhance certification standards, recognizing approximately HKD 9 million in right-of-use assets; and acquiring a 20% equity interest in a Hong Kong food import, production, and distribution company for HKD 3 million, to strengthen its ingredient sourcing network and retail business model - In July 2025, the Group signed a factory lease agreement in Tai Po Industrial Estate, which will recognize approximately **HKD 9 million** in right-of-use assets to expand and enhance production capacity[48](index=48&type=chunk) - In July 2025, the Group acquired a **20%** equity interest in a Hong Kong food import, production, and distribution company for **HKD 3 million** to strengthen its ingredient sourcing network and retail business model[48](index=48&type=chunk) [Corporate Governance](index=23&type=section&id=Corporate%20Governance) The Group adheres to sound corporate governance principles, fully complying with the Corporate Governance Code set out in Appendix C1 of the Listing Rules; the Board is responsible for overall strategy, with separate roles for the Chairman and CEO, and has established Audit, Nomination, and Remuneration Committees, primarily composed of independent non-executive directors, ensuring independence - The Group fully complies with the Corporate Governance Code set out in Appendix C1 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited[49](index=49&type=chunk) - The roles of Chairman and Chief Executive Officer are held by different individuals, and the Board has established three committees: Audit, Nomination, and Remuneration, primarily composed of independent non-executive directors[49](index=49&type=chunk) [Audit Committee](index=23&type=section&id=Audit%20Committee) The Audit Committee is primarily responsible for reviewing the Group's financial reporting, risk management, internal controls, and corporate governance matters, and making recommendations to the Board; Committee members possess professional qualifications, have direct access to the Corporate Governance Department and independent auditors, and have reviewed the unaudited interim financial information for the current period - The Audit Committee is responsible for reviewing the Group's financial reporting, risk management, internal controls, and corporate governance matters[50](index=50&type=chunk) - Committee members possess appropriate professional qualifications, have direct access to the Corporate Governance Department and independent auditors, and have reviewed the unaudited interim financial information for the current period[50](index=50&type=chunk)[51](index=51&type=chunk) [Securities Transactions by Directors and Relevant Employees](index=24&type=section&id=Securities%20Transactions%20by%20Directors%20and%20Relevant%20Employees) The Group has adopted a code for securities transactions no less exacting than the Model Code for Securities Transactions by Directors of Listed Issuers set out in Appendix C3 of the Listing Rules, and requires relevant employees to comply; during the reporting period, the Company was not aware of any non-compliance by directors or relevant employees - The Group has adopted a code for securities transactions no less exacting than Appendix C3 of the Listing Rules, governing securities transactions by directors and relevant employees[52](index=52&type=chunk) - During the reporting period, the Company was not aware of any non-compliance by directors or relevant employees[52](index=52&type=chunk) [Risk Management and Internal Control](index=24&type=section&id=Risk%20Management%20and%20Internal%20Control) The Board is responsible for the Group's risk management and internal control systems, reviewing their effectiveness with the assistance of the Audit Committee; for the six months ended June 30, 2025, the Group's risk management and internal control systems were deemed established, adequate, and operating effectively to identify, assess, and manage significant risks - The Board is responsible for the Group's risk management and internal control systems, reviewing their effectiveness with the assistance of the Audit Committee[53](index=53&type=chunk) - For the six months ended June 30, 2025, the Group's risk management and internal control systems were deemed established, adequate, and operating effectively[53](index=53&type=chunk) [Other Information](index=25&type=section&id=Other%20Information) This chapter contains supplementary information regarding the Group's listed securities transactions, interim dividend declaration, and suspension of share registration [Purchase, Sale or Redemption of the Company's Listed Securities](index=25&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company%27s%20Listed%20Securities) During the reporting period, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities - During the reporting period, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[54](index=54&type=chunk) [Interim Dividend](index=25&type=section&id=Interim%20Dividend) The Board resolved to declare an interim dividend of HK 1 cent per share for the six months ended June 30, 2025 - The Board resolved to declare an interim dividend of **HK 1 cent** per share for the six months ended June 30, 2025[55](index=55&type=chunk) [Closure of Register of Members](index=25&type=section&id=Closure%20of%20Register%20of%20Members) To facilitate the payment of the interim dividend, the Company will suspend its register of members from September 1 to September 2, 2025; shareholders must register their transfers by 4:30 p.m. on August 29, 2025, to be eligible for the dividend - The Company will suspend its register of members from **September 1 to September 2, 2025**, to determine eligible shareholders for the interim dividend[56](index=56&type=chunk) - Shareholders must register their transfers by **4:30 p.m. on August 29, 2025**, to be eligible for the interim dividend[56](index=56&type=chunk)

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 | | | 致：香港交易及結算所有限公司 公司名稱: 利亞零售有限公司 呈交日期: 2025年8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) | 00831 | 說明 | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 2,000,000,000 | HKD | | 0.1 | HKD | | 200,000,000 | | 增加 / 減少 (-) | | | | | | | HKD | | | | 本月底結存 | | | 2,000,000,000 | HKD | | 0.1 | HKD | | 200,000,000 | 本月底法定/註冊股本總額： HKD 200,000,000 F ...

格隆汇7月31日丨利亚零售(00831.HK)宣布，公司将于2025年8月14日(星期四)举行董事会会议，藉以(其 中包括)批准刊发公司及其附属公司截至2025年6月30日止六个月的中期业绩公告，以及考虑派发中期股 息(如有)。 ...

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，並明確表示概不就因本公佈全部或任何部分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。 CONVENIENCE RETAIL ASIA LIMITED 利亞零售有限公司 （於開曼群島註冊成立之有限公司） （股份代號：00831） 香港，二零二五年七月三十一日 於本公佈日期，本公司執行董事為馮裕銘先生及鄧子健先生；非執行董事為馮國綸博士、 楊立彬先生、馮詠儀女士及李珮明女士；獨立非執行董事為羅啟耀先生、廖秀冬博士及 曾雕龍先生。 董事會會議召開日期 利亞零售有限公司（「本公司」）董事會（「董事會」）謹此宣佈，本公司將於二零二五年 八月十四日（星期四）舉行董事會會議，藉以（其中包括）批准刊發本公司及其附屬公司截 至二零二五年六月三十日止六個月之中期業績公告，以及考慮派發中期股息（如有）。 承董事會命 公司秘書 陳楚輝 ...

Core Viewpoint - Australia's retail sales growth in May was below expectations, increasing the likelihood of an interest rate cut by the Reserve Bank of Australia [1] Group 1: Retail Sales Data - In May, Australia's retail sales increased by 0.2%, which is an improvement from the previous month where sales were flat, but still below the expected growth of 0.5% [1] - The data indicates a weakening economic momentum, influenced by factors such as easing price pressures, unexpected unemployment rates, and cautious consumer sentiment [1] Group 2: Interest Rate Expectations - The disappointing retail sales figures have led traders to fully price in the expectation of three more interest rate cuts this year, with the first cut potentially occurring as soon as next Tuesday [1]

Group 1 - Australia's retail sales in April 2025 increased by approximately 3.8% year-on-year but decreased by about 0.1% month-on-month, reaching around 37.208 billion AUD (approximately 172.281 billion CNY) [1] - In March 2025, Australia's retail sales saw a month-on-month increase of about 0.3%, while February recorded a month-on-month growth of approximately 0.2% [1] - The retail sector in Queensland has recovered from the impact of Tropical Cyclone Alfred in March, but overall household retail spending in Australia declined in April, particularly in clothing purchases [1] Group 2 - In April 2025, the food retail sector in Australia experienced a month-on-month sales decline of 0.3%, while the home goods retail sector saw a month-on-month increase of 0.6% [1] - Sales in the clothing, footwear, and personal accessories retail sector decreased by 2.5% month-on-month, and department store sales also fell by 2.5% [1] - The café, restaurant, and takeaway food services sector experienced a month-on-month sales increase of 1.1%, while other retail sectors saw a month-on-month growth of 0.7% [1] Group 3 - Australia's online retail sales in April 2025 increased by 7.3% year-on-year and grew by 0.6% month-on-month, reaching approximately 4.537 billion AUD [2] - In March 2025, food-related online sales grew by about 4.5% compared to February, amounting to approximately 1.402 billion AUD, while non-food-related sales decreased by 1.1% to around 3.135 billion AUD [2]

Group 1 - Liah Retail's stock closed at HKD 0.250 on April 29, down 1.96% from the previous trading day, with an intraday low of HKD 0.220, marking a new low for the past year [1] - The net capital flow for Liah Retail on the same day showed an inflow of HKD 1.58249 million and an outflow of HKD 5.22188 million, resulting in a net outflow of HKD 3.6394 million [1] Group 2 - Liah Retail, a subsidiary of Fung Group, operates over 170 stores across Hong Kong, Macau, Guangzhou, and Singapore, including brands like Saint Anna Bakery, Moncher, and Zoff [2] - The company has expanded its business into the Greater Bay Area and acquired the franchise rights for Zoff in Hong Kong, Macau, and Southern China in 2017, and for Moncher in 2020 [2] - Liah Retail employs over 3,000 staff and focuses on providing high-quality customer service, leveraging an "online-to-offline" (O2O) customer relationship management program to enhance customer interaction and increase store traffic [2] - The company aims to strategically transform its business to become a leading professional retailer in the industry, with a focus on expanding its bakery and eyewear businesses in Hong Kong and the Greater Bay Area [2]

Financial Performance - Revenue for 2024 was HKD 1,486,479,000, a slight decrease of 0.0% compared to HKD 1,487,090,000 in 2023[7] - Core operating profit decreased by 43.2% to HKD 41,444,000 from HKD 72,973,000 year-on-year[7] - Net profit attributable to shareholders fell by 58.6% to HKD 23,914,000, down from HKD 57,709,000 in the previous year[7] - The gross profit margin decreased by 0.5 percentage points to 52.9% due to a higher proportion of B2B sales, which have a lower margin[42] - Operating expenses as a percentage of revenue increased from 49.1% to 50.6%, primarily due to declining sales in Hong Kong eyewear stores[42] - Basic earnings per share decreased by 58.1% from 7.4 HK cents to 3.1 HK cents[44] Dividends - The board declared a final dividend of HKD 0.01 per share, with a total annual dividend of HKD 0.03 per share, resulting in a payout ratio of 97%[7] - The board proposed a final dividend of HKD 0.01 per share, amounting to HKD 7,774,000, with a policy to distribute at least 50% of the group's net profit as general dividends[170] - The company declared an interim dividend of HKD 0.02 per share, totaling HKD 15,548,000, to be paid on September 12, 2024[169] Store Operations - The number of retail stores decreased from 176 in 2023 to 157 in 2024, with significant closures in Guangzhou[8] - The group opened 3 new Saint Anna bakeries in Hong Kong and Macau while closing 12, resulting in a total of 125 locations, a decrease of 9 compared to the previous year[23] - The group reduced its store count in Guangzhou to 4, confirming a one-time loss due to business restructuring amid a tough operating environment[27] Sales and Market Performance - The company experienced a 14.1% decline in sales for baked goods and a 13.6% decline in eyewear due to structural changes in consumer behavior[13] - The "B2B" wholesale business showed strong performance, offsetting declines in retail, with double-digit growth recorded[15] - Zoff maintained its market share in Hong Kong despite challenges, with stable performance from the newly acquired Zoff Singapore business[16] - Total revenue from the bakery business saw a low single-digit decline compared to 2023, primarily due to reduced weekend foot traffic in Hong Kong and Macau[23] New Initiatives and Product Development - The new "Merci Moncher" store concept is set to open in December 2024 in Causeway Bay, aimed at diversifying revenue sources[4] - The group successfully launched new high-margin daily baked goods, increasing market share in categories like sourdough bread and frozen sandwiches[24] - The group introduced several low-sugar products to cater to health-conscious consumers, becoming the first operator in Hong Kong and Macau to launch Clean Label family-sized bread[24] - Despite a challenging retail environment, the group achieved double-digit growth in festive revenue and profit margins through successful new product launches and pricing strategies[24] Financial Position and Cash Management - The company maintained a strong financial position with net cash of HKD 207,000,000 and no bank borrowings[7] - As of December 31, 2024, the group's net cash balance was HKD 207 million, generated primarily from operations, with no bank borrowings[44] - The group has a backup bank financing amount of HKD 88 million to assist in capital planning and management[44] Corporate Governance - The board emphasizes good corporate governance principles to enhance shareholder value, focusing on transparency, accountability, and independence[67] - The current board composition includes three female members, representing 33% of the board, aligning with the company's diversity policy[82] - The board conducts annual performance evaluations to ensure effective operation, with results indicating satisfactory performance of the board and its committees[84] - The company is committed to maintaining a gender ratio of at least 20% on the board, with ongoing assessments of board diversity[79] Risk Management and Compliance - The company has established a risk management framework that integrates risk identification, assessment, reporting, and mitigation measures into its strategic planning and daily operations[126] - The board of directors is responsible for overseeing the effectiveness of the risk management and internal control systems, with assistance from the audit committee[122] - The company maintains a zero-tolerance policy towards bribery and is committed to complying with all applicable anti-bribery laws[130] Shareholder Communication - The company has implemented a shareholder communication policy to enhance transparency and interaction with shareholders[143] - The company emphasizes the importance of shareholder communication and transparency during the annual general meeting[144] Share Options and Equity - The share options plan allows for a maximum of 10% of the issued shares to be granted, with 55,145,897 shares available under the plan, representing approximately 7.09% of the issued shares[183] - The company reported a total of 10,166,000 share options granted to continuous contract employees, with an exercise price of HKD 0.764[190] - The company has a total of 371,292,000 shares held by director Dr. Feng Guo Lun, representing approximately 47.76% of total equity[198]