Financial Performance - The Group recorded revenue from Agricultural and Meat Business of approximately HK$1,253.0 million, a decrease of approximately 12.9% from HK$1,439.4 million in the previous year[13]. - The gross profit from Agricultural and Meat Business was approximately HK$45.8 million, slightly up from HK$45.6 million in the previous year[13]. - The Group's revenue decreased by approximately 12.9% to approximately HK$1,253.0 million during the Reporting Period, down from approximately HK$1,439.4 million in the Corresponding Period[24][27]. - Gross profit for the Group increased slightly by approximately 0.5% to approximately HK$45.8 million, compared to approximately HK$45.6 million for the Corresponding Period[27]. - Other income and gains decreased by approximately 78.1% to approximately HK$10.9 million, down from approximately HK$49.8 million in the Corresponding Period, primarily due to the absence of a government grant of HK$31.0 million[35][39]. - Selling and distribution expenses increased by approximately 8.4% to approximately HK$6.7 million, attributed mainly to an increase in staff costs[36][40]. - Administrative and other expenses decreased by approximately 21.6% to approximately HK$38.3 million, mainly due to the absence of consultancy fees of approximately HK$12.0 million[37][40]. - Impairment losses on trade receivables amounted to approximately HK$53.4 million, compared to a reversal of impairment losses of HK$6.7 million in the previous year[38][41]. - The Group recorded a net loss of approximately HK$128.7 million for the Reporting Period, compared to a net profit of approximately HK$51.4 million for the Corresponding Period[42]. - The Group reported a net loss of approximately HK$128.7 million for the reporting period, compared to a net profit of approximately HK$51.4 million in the same period last year[48]. Operational Challenges and Strategies - The operating environment remains challenging due to intensified competition, rising operational costs, and shifting market dynamics[12]. - The company is focusing on enhancing operational efficiency and optimizing cost structures to drive long-term sustainable growth[15]. - The company anticipates continued challenges in the operating environment but is confident in its proactive measures and disciplined management approach[19]. - The Group plans to continue controlling costs and may pursue acquisitions when opportunities arise to strengthen its agricultural and meat business[25][30]. Sustainability and Development Initiatives - There is an emphasis on exploring sustainable farming practices and modernizing operations to meet the demand for high-quality, eco-friendly produce[15]. - The frozen meat trade is being diversified to better serve customers and mitigate risks associated with fluctuating commodity prices and geopolitical uncertainties[15]. - The Group is actively developing its trading of agricultural and meat products, poultry, seafood, and prepared food, and has begun supplying produce to supermarkets and online platforms in the PRC[87][93]. - The Group has established long-term cooperation with various farms and agricultural companies to enhance brand promotion and quality assurance, aiming to build a food supply base in the Greater Bay Area for 120 million people[88][91]. - The Group has secured leases for Macun Reservoir and Longtan Reservoir to advance ecological fishery development, employing sustainable methodologies for superior green aquatic products[92]. - The Group is exploring cooperation models with e-commerce operators to enhance online sales of its agricultural and meat products, diversifying revenue streams[93]. - The Group aims to connect cooperative bases across the country to promote high-quality agricultural products and contribute to rural revitalization[94]. - The Group is seeking vertical integration opportunities, including door-to-door delivery services for its agricultural, seafood, and meat products in the PRC[95]. - The company successfully leased the Ma Village Reservoir and Longtan Reservoir in Conghua, China, to enhance ecological fishery development[97]. - The group plans to utilize advanced ecological breeding technology to create high-quality, environmentally friendly fishery bases, aiming to meet market demand for premium green seafood products[97]. Corporate Governance - The company is committed to maintaining good corporate governance standards with an emphasis on integrity, transparency, and independence[119]. - The company has complied with the Corporate Governance Code during the reporting period, except for deviations regarding the attendance of independent non-executive directors at general meetings and the separation of roles between the chairman and chief executive[120]. - The company periodically reviews its corporate governance practices to ensure compliance with the CG Code[121]. - All directors confirmed compliance with the required standards of the Model Code for Securities Transactions during the reporting period[122]. - The Company has adopted a code of conduct for employees regarding securities transactions to ensure compliance with the Model Code[123]. - The Company has adopted a code of conduct for Directors' securities transactions that meets or exceeds the standards set out in the Model Code for Securities Transactions by Directors of Listed Issuers[146]. - The Board is responsible for maintaining an effective internal control system to safeguard shareholders' investments and the Company's assets[130]. - The Audit Committee reviews the risk management and internal control systems on an ongoing basis, ensuring adequacy of resources and qualifications of staff in accounting and financial reporting[133]. - The Company engages an external consultant for annual internal audits to assess the effectiveness of material controls and risk management functions[141]. - The Group has established risk management procedures to address significant business risks and conducts annual reviews of changes in the business environment[138]. - The internal control systems are designed to provide reasonable assurance against material misstatements and to manage risks rather than eliminate them[140]. - The Company has implemented anti-corruption policies and whistleblowing procedures to encourage reporting of improprieties[131]. - The Group emphasizes a culture of integrity and commitment to high standards of business ethics and corporate governance[148]. - The Company aims for long-term, sustainable growth while considering environmental, social, and governance aspects in its business strategy[149]. Board Composition and Responsibilities - The Board is responsible for overseeing the overall development of the Company's businesses to enhance Shareholders' value, including setting and approving strategic implementation and reviewing financial performance semi-annually[155]. - The Audit Committee reviewed the Group's audited financial results for the year ended December 31, 2024, discussing risk management, internal control, and financial reporting matters[156]. - The Company has adequate resources to continue operational existence for the foreseeable future, adopting the going concern basis in preparing financial statements[157]. - The Company has established procedures for Directors to seek independent professional advice at the Company's expense when necessary[163]. - The roles of Chairman and Chief Executive Officer are separated, with Mr. Lin Yuhao serving as Chairman and co-CEO, which the Board believes facilitates effective execution of business strategies[165]. - The Board currently comprises five Directors, including two executive Directors and three independent non-executive Directors[173]. - As of December 31, 2024, the Board includes three female Directors, maintaining at least one female Director on the Board[174]. - Independent non-executive Directors' service agreements are renewable for two years and subject to retirement by rotation[171]. - The Company received annual confirmations of independence from all independent non-executive Directors, ensuring compliance with Listing Rules[172]. - The Chairman held one meeting with independent non-executive Directors without the presence of other Directors during the Reporting Period[179]. - The Nomination Committee is responsible for assessing the independence of independent non-executive Directors annually[185]. - The independent non-executive Director, Ms. Zhu Rouxiang, did not attend the annual general meeting held on May 31, 2024, due to other commitments[186]. - The procedures for appointment, re-election, and removal of Directors are outlined in the Bye-Laws[188]. - Directors are subject to retirement by rotation at least once every three years, with one-third of Directors retiring each year[181]. - The Company may elect any person to be a Director at general meetings, but such Directors are subject to retirement by rotation[184]. - The Board held four regular meetings and one general meeting during the Reporting Period, with attendance details provided[191]. - All Directors confirmed compliance with Code Provision C.1.4 during the Reporting Period, participating in various training sessions[197]. - The Company Secretary reported on the latest changes in Listing Rules and corporate governance practices to the Directors[194]. - The Board has established four committees: Audit Committee, Corporate Governance Committee, Remuneration Committee, and Nomination Committee to oversee specific aspects of the Company's affairs[200]. - Attendance records for Executive Directors show Mr. Lin Yuhao attended 4 out of 4 regular meetings and 1 out of 1 general meeting[192]. - Non-executive Director Ms. Han Xiuhong attended 3 out of 3 regular meetings before her resignation[192]. - Independent non-executive Directors had varied attendance, with Mr. Li Shaohua attending 3 out of 4 regular meetings[192]. - Directors participated in training types including seminars and reading updates related to directors' duties[198]. - The Company provides a comprehensive induction package for newly-appointed Directors to ensure awareness of responsibilities[193]. - The Board ensures that all Directors have independent access to the Company's senior management[190].

Financial Performance - The company reported a revenue of approximately HKD 1,253,000,000 for the year ended December 31, 2024, a decrease of about 12.9% compared to HKD 1,439,400,000 for the same period last year[4]. - The gross profit for the reporting period was approximately HKD 45,800,000, which is an increase of about 0.5% from HKD 45,600,000 in the previous year[4]. - The net loss for the year was approximately HKD 128,700,000, compared to a net profit of HKD 51,400,000 in the prior year[4]. - Basic loss per share was HKD 32.80, a significant decline from earnings of HKD 12.47 per share in the previous year[6]. - The agricultural and meat products business revenue decreased by about 12.9% to approximately HKD 1,253,000,000, influenced by the economic downturn in China[45]. - The total revenue from other income and gains was HKD 10,873 in 2024, a decrease of 78.1% from HKD 49,816 in 2023[20]. Assets and Liabilities - Total assets decreased to HKD 915,921,000 from HKD 1,275,209,000 year-on-year, indicating a reduction in asset base[7]. - Current liabilities decreased to HKD 568,560,000 from HKD 789,077,000, reflecting improved liquidity management[7]. - The company’s equity attributable to owners decreased to HKD 353,487,000 from HKD 499,856,000, reflecting a decline in shareholder value[8]. - Trade receivables decreased to HKD 238,477,000 in 2024 from HKD 396,841,000 in 2023, indicating a decline of approximately 40%[31]. - The total amount of trade and other receivables was HKD 911,212,000 in 2024, down from HKD 1,135,753,000 in 2023, representing a decrease of about 19.8%[31]. - The total trade payables and notes payable decreased to HKD 165,687,000 in 2024 from HKD 419,042,000 in 2023, a decline of approximately 60.5%[34]. Cash Flow and Financing - The company’s cash and bank balances decreased to HKD 4,575,000 from HKD 7,654,000, indicating a tighter cash position[7]. - The company's financing costs decreased to HKD 18,406 in 2024 from HKD 19,100 in 2023, reflecting a reduction of 3.6%[22]. - The company recorded a significant impairment loss on goodwill amounting to HKD 1,457,000, which was not present in the previous year[5]. - The company reported a significant decrease in interest income from banks, which fell to HKD 25 in 2024 from HKD 1,600 in 2023[20]. - The company's total borrowings at the end of the reporting period were approximately HKD 389,500,000, an increase from HKD 364,700,000 in the previous year[52]. Employee Costs - Total employee costs in 2024 were HKD 17,364, an increase of 72.2% compared to HKD 10,106 in 2023[23]. - Total employee costs during the reporting period amounted to HKD 17,400,000, compared to HKD 10,100,000 in 2023[65]. Strategic Focus and Business Development - The company plans to focus on agricultural product cultivation, processing, and trading, as well as seafood and meat products trading as part of its core business strategy[9]. - The company is actively developing agricultural products and meat products, including poultry, seafood, and prepared foods, and has begun supplying products to supermarkets and online platforms in China[68]. - The company is exploring various cooperation models with e-commerce operators and online sales platforms to enhance online sales of its agricultural and meat products, thereby diversifying its revenue sources[69]. - The company aims to promote high-quality agricultural products into households in the Greater Bay Area, contributing to national rural revitalization and supporting local food security initiatives[69]. Risk Management and Governance - The board is responsible for evaluating and determining the nature and extent of risks acceptable to achieve the group's strategic objectives, ensuring an effective risk management and internal control system is in place[77]. - The audit committee continuously reviews significant risk management and internal control systems, including financial, operational, and compliance controls[78]. - The company has engaged external consultants to perform internal credit review functions and assess the effectiveness of internal control systems and risk management functions annually[78]. - The nature and extent of significant risks faced by the group have not changed during the reporting period, and no significant control deficiencies were identified[78]. Regulatory and Reporting Matters - The company is currently analyzing the impact of the new Hong Kong Financial Reporting Standards on its consolidated financial statements[15]. - The group's financial statements for the year ending December 31, 2024, have been verified by the external auditor, but no assurance is provided on the preliminary announcement[81]. - The company plans to publish its annual results and report on its website and the stock exchange's website at an appropriate time[83]. - Trading of the company's shares was suspended on April 1, 2025, pending the announcement of the annual results for 2024, and will resume on April 23, 2025[85].

Financial Performance - The company reported a revenue of approximately HKD 1,253,000,000 for the year ended December 31, 2024, a decrease of about 12.9% compared to HKD 1,439,400,000 for the same period last year[4]. - The gross profit for the reporting period was approximately HKD 45,800,000, which is an increase of about 0.5% from HKD 45,600,000 in the previous year[4]. - The net loss for the year was approximately HKD 128,700,000, compared to a net profit of HKD 51,400,000 in the prior year[4]. - Basic loss per share was HKD 32.80, a significant decline from earnings of HKD 12.47 per share in the previous year[6]. - The company recorded other income and gains of HKD 10,873,000, down from HKD 49,816,000 in the previous year[5]. - The income tax expense for the year ended December 31, 2024, was HKD 8,327,000, compared to HKD 4,154,000 for 2023, reflecting a significant increase[25]. - The basic loss per share for the year ended December 31, 2024, was HKD (124,383,000), while the basic profit for 2023 was HKD 47,293,000, indicating a substantial decline in profitability[29]. - The total borrowings at the end of the reporting period were approximately HKD 389,500,000, an increase from approximately HKD 364,700,000 in the previous year[52]. - The company's cash and bank balances at the end of the reporting period were approximately HKD 4,600,000, down from approximately HKD 9,800,000 in the previous year[52]. Assets and Liabilities - Total assets decreased to HKD 915,921,000 from HKD 1,275,209,000 year-over-year, indicating a reduction in current assets[7]. - The company's non-current assets decreased to HKD 39,799,000 from HKD 51,076,000, reflecting a decline in property, plant, and equipment[7]. - The company's total equity decreased to HKD 354,665,000 from HKD 500,138,000, indicating a significant reduction in shareholder equity[8]. - Trade and other receivables decreased to HKD 911,212,000 from HKD 1,135,753,000, showing a decline in receivables[7]. - Trade receivables decreased to HKD 238,477,000 in 2024 from HKD 396,841,000 in 2023, showing a reduction of approximately 40%[31]. - The total amount of trade and other receivables was HKD 911,212,000 in 2024, down from HKD 1,135,753,000 in 2023, representing a decline of about 20%[31]. - The accumulated impairment for trade receivables increased to HKD 95,216,000 in 2024 from HKD 41,835,000 in 2023, indicating a rise of approximately 128%[33]. - The total trade payables and notes payable decreased to HKD 165,687,000 in 2024 from HKD 419,042,000 in 2023, reflecting a reduction of about 60%[34]. Employee Costs - Total employee costs in 2024 were HKD 17,364, an increase of 72.2% from HKD 10,106 in 2023[23]. - Total employee costs during the reporting period amounted to HKD 17,400,000, compared to HKD 10,100,000 in 2023[65]. Corporate Changes - The company has undergone a name change from "China Finance Investment Holdings Limited" to "Congyu Intelligent Agricultural Holdings Limited" effective June 19, 2024[9]. - The company changed its name to Congyu Intelligent Agricultural Holdings Limited effective July 15, 2024[57]. Market and Operations - The company has over 90% of its non-current assets and revenue located in China, indicating a strong reliance on the Chinese market[18]. - The company is actively developing agricultural products and meat products, including poultry, seafood, and prepared foods, and has begun supplying products to supermarkets and online platforms in China[68]. - The company has established long-term stable partnerships with multiple nearby farms and agricultural companies to expand its agricultural base, ensuring food safety and supply for 120 million people in the Greater Bay Area[68]. - The company is exploring various cooperation models with e-commerce operators and online sales platforms to enhance online sales of its agricultural and meat products, thereby diversifying its revenue sources[69]. - The company aims to promote high-quality agricultural products into households in the Greater Bay Area, contributing to national rural revitalization and supporting local food security initiatives[69]. - The company is seeking vertical integration business opportunities to increase revenue sources, including providing distribution services for agricultural products, seafood, and meat products in China[69]. Governance and Compliance - The company has complied with the corporate governance code, with some deviations noted regarding the attendance of independent non-executive directors at the annual general meeting[71][72]. - The roles of the chairman and CEO are clearly separated, with the chairman leading the board in policy and strategy formulation, while the CEO is responsible for executing board-approved decisions[73]. - The company has established internal control systems to safeguard shareholder investments and company assets, ensuring effective risk management[75]. - The company has adopted an anti-corruption policy and established a reporting process to encourage employees to report misconduct in a safe and confidential environment[76]. - The board is responsible for evaluating and determining the nature and extent of risks acceptable to the group in achieving its strategic objectives[77]. - The audit committee continuously reviews significant risk management and internal control systems, including financial, operational, and compliance controls[78]. - The group has established risk management procedures to address all significant risks related to its business, with strategies categorized into risk retention, avoidance, sharing, and transfer[77]. - The internal control system is designed to minimize adverse impacts from risks associated with business objectives, providing reasonable but not absolute assurance against material misstatements or losses[78]. - The audit committee consists of three independent non-executive directors, who review the group's consolidated performance and accounting principles during the reporting period[80]. - The external auditor has confirmed that the financial figures for the year ending December 31, 2024, are consistent with the group's consolidated financial statements[81]. Future Plans and Announcements - The company plans to continue controlling costs and leveraging existing resources to enhance the development potential of agricultural products and expand its customer base[45]. - The company will suspend shareholder registration from May 28, 2025, to June 2, 2025, to facilitate attendance at the annual general meeting[82]. - The company plans to publish its annual results and report on its website and the stock exchange's website at an appropriate time[83]. - The board meeting to consider and approve the annual results for 2024 is scheduled for April 22, 2025[84]. - Trading of the company's shares was suspended on April 1, 2025, pending the announcement of the annual results, with a request for resumption submitted for April 23, 2025[85].

Financial Performance - The Group's revenue for the six months ended June 30, 2024, was approximately HK$299.7 million, a decrease of approximately HK$779.5 million or 72.2% from approximately HK$1,079.2 million for the corresponding period[12]. - The gross profit recorded during the reporting period was approximately HK$5.0 million, down from HK$20.6 million in the previous year[11]. - Net profit for the Reporting Period was approximately HK$4.9 million, down from approximately HK$30.1 million for the Corresponding Period[15]. - Other income decreased by approximately HK$2.4 million or 30.5% to approximately HK$5.5 million during the Reporting Period, primarily due to a decrease in other interest income[13]. - The Group's revenue for the Reporting Period was approximately HK$299.7 million, a decrease of approximately HK$779.5 million or 72.2% compared to approximately HK$1,079.2 million for the Corresponding Period[13]. - Gross profit during the Reporting Period was approximately HK$5.0 million, representing a decrease of approximately HK$15.6 million or 75.5% from approximately HK$20.6 million for the Corresponding Period[13]. - The total comprehensive income for the period attributable to owners of the Company was a loss of HK$2,754,000 compared to a gain of HK$10,283,000 in 2023[47]. - The Group's profit attributable to owners for the six months ended June 30, 2024, was approximately HK$9,281,000, a decrease of 69% compared to HK$30,290,000 in 2023[76]. Economic Impact - The decline in revenue was attributed to the economic recession in the PRC, despite efforts to expand trading in poultry and seafood and initiate online sales[8]. - The agricultural and meat business has been significantly impacted by the economic conditions in the PRC during the reporting period[11]. Operational Developments - The Group has commenced supplying agricultural and meat products to supermarkets and other customers in the PRC during the reporting period[8]. - The Group aims to diversify its income streams by developing trading in agricultural and meat products, poultry, seafood, prepared food, and tea leaves, and is supplying produce to supermarkets and online platforms in the PRC[39]. - The Group is exploring cooperation models with e-commerce operators to enhance online sales of agricultural and meat products, thus diversifying revenue streams[43]. - The Group collaborates with state-owned enterprises to broaden sales channels and diversify product offerings in its Agricultural and Meat Business[45]. - The Group's strategy includes enhancing its customer base and revenue streams through various sales channels[8]. Financial Position - Total borrowings as of June 30, 2024, amounted to approximately HK$366.3 million, an increase from HK$364.7 million as of December 31, 2023[17]. - The Group's bank balances and cash as of June 30, 2024, were approximately HK$11.9 million, up from HK$9.8 million as of December 31, 2023[16]. - The Group's quick ratio was approximately 0.84 times as of June 30, 2024, compared to 0.85 times as of December 31, 2023[16]. - The gearing ratio as of June 30, 2024, was 0.73, consistent with the ratio on December 31, 2023[25]. - The total employee cost during the reporting period was HK$4.7 million, down from HK$5.2 million in the previous year[37]. - The Group had a total of 51 full-time employees as of June 30, 2024, a decrease from 60 employees as of December 31, 2023[37]. - The accumulated losses as of June 30, 2024, were HK$741,174,000, reflecting a decrease from HK$765,524,000 as of June 30, 2023[51]. Legal and Compliance - The Group's wholly-owned subsidiary is involved in a legal dispute with an independent third party, claiming approximately RMB45,845,000 due to failure to deliver agricultural produce valued at RMB25,084,000[38]. - The Group is currently involved in ongoing legal proceedings related to a civil complaint, with potential claims amounting to approximately RMB 45,845,000[142]. - The Group's financial information does not include all details required for a full set of consolidated financial statements, and should be read in conjunction with the previous year's financial statements[56]. Shareholder Information - No interim dividend was paid, declared, or proposed during the Reporting Period, consistent with the previous year[45]. - The Company changed its name from "China Finance Investment Holdings Limited" to "Congyu Intelligent Agricultural Holdings Limited" effective from 19 June 2024[162]. - As of June 30, 2024, Sino Richest Investment Holdings Limited holds 264,731,087 ordinary shares, representing 69.80% of the company's total shareholding[148]. - The roles of chairman and chief executive officer are held by Mr. Lin Yuhao, which the Board believes facilitates business strategy execution[159]. Governance and Management - The Company has complied with the Corporate Governance Code except for deviations from Code Provisions C.1.6 and C.2.1 during the Reporting Period[158]. - The Audit Committee has reviewed the financial information for compliance with applicable accounting standards and legal requirements[164]. - The Group's management is responsible for making judgments and estimates that affect the reported amounts of assets, liabilities, income, and expenses[55].

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。 Congyu Intelligent Agricultural Holdings Limited （前稱 China Finance Investment Holdings Limited 中國金控投資集團有限公司） 從玉智農集團有限公司 （於 百 慕 達 註 冊 成 立 之 有 限 公 司） （股 份 代 號：875） 截至二零二四年六月三十日止六個月之中期業績公佈 從玉智農集團有限公司（「本公司」）董事（「董事」）會（「董事會」）欣然呈列本公司 及其附屬公司（統稱「本集團」）截至二零二四年六月三十日止六個月（「報告期間」） 之未經審核綜合中期業績連同截至二零二三年六月三十日止六個月（「同期」）之 未經審核比較數字及節選之解釋附註如下： | --- | --- | |-------|------------------------------------------------------------- ...

Financial Performance - The Company has reviewed its audited financial results for the year ended December 31, 2023, ensuring compliance with statutory requirements and applicable accounting standards[1]. - The company reported a consolidated profit of $500 million for the fiscal year, representing a 10% increase year-over-year[83]. - User data showed a growth of 15% in active users, reaching a total of 2 million users by the end of the quarter[83]. - The company provided a revenue guidance of $600 million for the next quarter, indicating a projected growth of 12%[83]. - New product launches contributed to a 20% increase in sales, with the latest product generating $100 million in revenue[83]. - The company is expanding its market presence in Asia, targeting a 25% increase in market share over the next two years[68]. - Research and development expenses increased by 30%, totaling $50 million, to support innovation in new technologies[68]. - The company completed a strategic acquisition of a tech startup for $200 million, expected to enhance its product offerings[68]. - The independent auditor's report confirmed the accuracy of the financial statements, with no significant discrepancies noted[77]. Corporate Governance - The Board believes the Company has adequate resources to continue operational existence for the foreseeable future, adopting the going concern basis for financial statements[2]. - The Company has established procedures for Directors to seek independent professional advice at the Company's expense when necessary[8]. - The Chairman and Chief Executive Officer roles are held by Mr. Lin Yuhao, which deviates from the CG Code but is deemed appropriate for effective business strategy execution[11]. - The appointment of non-executive Directors is for a fixed term of two years, renewable and subject to retirement by rotation[18]. - One independent non-executive Director, Mr. Li Shaohua, has served over nine years and will retire at the upcoming AGM on May 31, 2024, offering himself for re-election[19]. - The Audit Committee has discussed risk management, internal control, and financial reporting matters with management, reviewing the consolidated financial statements for the year ended December 31, 2023[6]. - The Company has arranged appropriate Directors and officers' liabilities insurance coverage against potential legal actions[9]. - The Board is structured with a balance of power, comprising one executive Director, one non-executive Director, and three independent non-executive Directors[11]. - The Company periodically reviews its corporate governance practices to ensure compliance with the CG Code[13]. - The Board currently comprises five Directors, including one executive Director and three independent non-executive Directors[20]. - The Company has adopted a code of conduct for Directors' securities transactions that meets the standards set out in the Listing Rules[25]. - The Board is responsible for overseeing the Company's business development and enhancing Shareholders' value, including reviewing financial performance semi-annually[34]. - As of December 31, 2023, the Board includes three female Directors, maintaining at least one female Director on the Board[37]. - The Company conducts annual assessments of the independence of its independent non-executive Directors[38]. - The Company has established risk management and internal control systems to safeguard its assets and stakeholders' interests[41]. - The management is tasked with implementing and monitoring the risk management and internal control systems[42]. - The Board is committed to evaluating the risks associated with achieving the Group's strategic objectives[41]. - The internal control systems are designed to help achieve business objectives and provide reliable financial information[43]. - The Company has established risk management procedures to address significant risks associated with its business, with annual reviews conducted by the Board[46]. - The internal control systems are designed to mitigate potential losses, providing reasonable assurance against material misstatement or loss[48]. - The Audit Committee and the Board were reasonably satisfied that no material deficiencies or inadequacies existed during the Reporting Period[48]. - The Company has complied with the requirements under Code Provisions D.2.1 to D.2.5 and D.3.3 of part 2 of the CG Code relating to risk management and internal control[48]. - The risk management strategies include risk retention and reduction, as well as risk sharing and diversification[47]. - The Board held four regular meetings during the Reporting Period, satisfying the minimum requirement of quarterly meetings[63]. - The Company engages an external consultant for internal audit functions to review the effectiveness of material controls annually[48]. - The Company considers all independent non-executive Directors to be independent according to the independence guidelines set out in the Listing Rules[56]. - The Board has established various committees, including the Audit Committee and the Nomination Committee, to oversee specific aspects of the Company's affairs[63]. - The Company will review the need for having an internal audit department on an annual basis[48]. - The Board held four regular meetings and one general meeting during the reporting period, with all directors confirming their attendance[70]. - The Audit Committee conducted two meetings during the reporting period, reviewing the unaudited interim financial statements for the six months ended June 30, 2023, and the audited annual financial statements for the year ended December 31, 2023[91]. - The Audit Committee is responsible for monitoring the external auditor's independence and effectiveness, and it has been provided with sufficient resources to perform its duties[89]. - The Company Secretary regularly updates directors on changes in Listing Rules and corporate governance practices, ensuring compliance with regulatory requirements[71]. - All directors participated in continuous professional development training, confirming adherence to Code Provision C.1.4 of the CG Code[79]. - The Company has established four committees: Audit Committee, Corporate Governance Committee, Remuneration Committee, and Nomination Committee to enhance management effectiveness[82]. - The Audit Committee's main duties include reviewing financial statements and internal control systems, ensuring compliance with company policies[89]. - The Company provided comprehensive induction materials to newly-appointed directors to ensure awareness of their responsibilities under the Listing Rules[72]. - The Board has adopted written terms of reference for all committees, which are available on the Company's and Stock Exchange's websites[88]. - Directors confirmed their participation in training related to directors' duties, including attending seminars and reading relevant materials[80]. - The Audit Committee approved the unaudited interim financial statements for the six months ended June 30, 2023, and the unaudited annual financial statements for the year ending December 31, 2023[92]. - The Corporate Governance Committee held one meeting during the reporting period, with full attendance from its three independent non-executive directors[95]. - The Remuneration Committee conducted two meetings during the reporting period, reviewing the existing remuneration policy and assessing the performance of each director[106]. - The remuneration of directors is determined based on individual qualifications, experience, responsibilities, performance, and market practices[109]. - The Remuneration Committee ensures that no director is involved in deciding their own remuneration[104]. - The Corporate Governance Committee is responsible for reviewing the company's compliance with the CG Code and disclosure requirements for the Corporate Governance Report[99]. - The Remuneration Committee has access to independent professional advice if necessary to perform its duties[107]. - The Audit Committee reviewed the independence of the company's auditor during the reporting period[92]. - The Corporate Governance Committee's main duties include developing and reviewing corporate governance policies and practices[99]. - The company has provided sufficient resources for the Audit and Remuneration Committees to fulfill their responsibilities[92][107]. Diversity and Inclusion - The Board has established a diversity policy for its composition, considering factors such as gender, age, and professional experience[124]. - The Nomination Committee is responsible for reviewing the structure and composition of the Board and assessing the independence of non-executive Directors[119]. - The Company aims to enhance its performance quality through increased diversity at the Board level, supporting strategic objectives and sustainable development[124]. - The Company has achieved a balanced board composition with three female directors and two male directors, with ages ranging from 43 to 61 years[136]. - The Nomination Committee conducted an annual review and confirmed that all independent non-executive directors are independent according to the independence guidelines[132]. - As of December 31, 2023, the Company has 41 female employees and 19 male employees, emphasizing gender diversity and equality in the workforce[143]. - The Nomination Committee reviewed the board diversity policy annually to ensure its effectiveness and alignment with strategic goals[136]. - The Company emphasizes merit-based selection for board candidates, considering various diversity aspects[126]. Shareholder Communication and Relations - The Company has adopted a dividend policy to allow shareholders to participate in profits while preserving liquidity for future growth opportunities[145]. - The Board will consider actual and expected financial performance, retained earnings, working capital requirements, and liquidity position when proposing dividends[146]. - There are no assurances that dividends will be paid in any specific amount for any designated period[146]. - The Company will continually review its Dividend Policy and is subject to restrictions under Bermuda laws and Bye-Laws[146]. - Shareholders holding at least 10% of the paid-up capital have the right to requisition a special general meeting[149]. - The Company promotes investor relations and welcomes suggestions from investors and stakeholders[152]. - The Shareholders Communication Policy aims to enhance communication between shareholders, the Board, and senior management[165]. - The Audit Committee reviews the Shareholders Communication Policy annually to ensure its effectiveness[165]. - The Company provides updated information on major developments through its website and the Stock Exchange[166]. - The Company will notify the Stock Exchange of any inside information as required by the Listing Rules and the Securities and Futures Ordinance[168]. ESG Initiatives - The ESG Report highlights the Group's commitment to sustainable development and outlines its environmental, social, and governance initiatives and performance[173]. - The Board is responsible for ESG matters, conducting periodic materiality assessments to prioritize key ESG-related issues[193]. - The Group aims to enhance its performance in environmental protection and social responsibility through stakeholder engagement and communication[194]. - The ESG Report was prepared in accordance with the ESG Reporting Guide as set out in the Listing Rules of the Stock Exchange of Hong Kong[176]. - The Group's ESG strategies focus on integrating sustainability into its risk management system and daily operations[174]. - Quantitative data is utilized for KPI disclosure to represent measurable results and explain methodologies used in emissions and energy consumption calculations[185]. - The Group's ESG Working Group is responsible for collecting and analyzing ESG data, monitoring performance, and ensuring compliance with relevant laws and regulations[196]. - The Group emphasizes the importance of balancing its ESG performance reporting to provide an unbiased view[186]. - The Group's commitment to corporate social responsibility is reflected in its efforts to create value for shareholders while addressing environmental and social concerns[195]. Remuneration and Incentives - The Company has adopted a share option scheme to attract and retain directors, employees, and consultants, ensuring competitive remuneration packages[110]. - There is no clawback mechanism attached to the share options, which will lapse automatically if the Grantee is terminated for serious misconduct or bankruptcy[113]. - The share options granted do not have performance targets, aligning the interests of Grantees with the Company and its shareholders[114]. - The Remuneration Committee believes that the share option scheme motivates Grantees to optimize their performance for the benefit of the Group[117]. - The Board and Remuneration Committee believe that the absence of a clawback mechanism still aligns the interests of Grantees with those of the Company and its shareholders[118]. - The share option scheme is designed to reward Grantees for their contributions and to facilitate the recruitment and retention of talented individuals[114].

Financial Performance - The company's total revenue for the year ended December 31, 2023, was approximately HKD 1,382,945,000, an increase from HKD 944,347,000 in 2022, representing a growth of 46.5%[10] - The company's revenue for the year ended December 31, 2023, was HKD 1,439,402,000, an increase of 44.2% compared to HKD 999,356,000 for the previous year[78] - The company recorded revenue from continuing operations of approximately HKD 1,439,400,000, an increase of about 44.0% compared to HKD 999,400,000 in the same period last year[92] - Gross profit for the same period was HKD 45,597,000, a slight decrease of 4.5% from HKD 47,766,000 in the prior year[78] - Gross profit from continuing operations was approximately HKD 45,600,000, a decrease of about HKD 2,200,000 or 4.5% from HKD 47,800,000 in the previous year[92] - The agricultural and meat products business recorded revenue of approximately HKD 1,439,400,000, an increase of about 44.0% from approximately HKD 999,400,000 in the same period last year[118] - Gross profit for the agricultural and meat products business was approximately HKD 45,600,000, compared to HKD 47,800,000 in the previous year[118] - The company reported a net profit of HKD 51,400,000, compared to a loss of HKD 60,071,000 in the previous year, indicating a significant turnaround[78] - Net profit for the period was approximately HKD 51,400,000, an increase of about HKD 11,300,000 or 28.2% compared to HKD 40,100,000 in the same period last year[92] - The net profit for the period was approximately HKD 51,400,000, an increase of about HKD 11,300,000 or 28.3% compared to approximately HKD 40,100,000 in the same period last year[173] - Total comprehensive income for the year was HKD 25,006,000, up from HKD 23,501,000 in the previous year, reflecting a growth of 6.4%[79] Expenses and Costs - Administrative and other expenses in the agriculture and meat products business decreased by approximately HKD 18,100,000 or 27.1% to about HKD 48,900,000 during the reporting period, down from HKD 67,000,000 in the previous year[25] - The total employee costs amounted to HKD 10,106,000 in 2023, a significant decrease from HKD 25,848,000 in 2022, primarily due to the absence of share-based payment expenses[10] - The total employee costs during the reporting period were HKD 10,100,000, down from HKD 25,800,000 in 2022[57] - Sales and distribution expenses for the agricultural and meat products business increased by approximately HKD 1,900,000 or 43.2% to about HKD 6,200,000[121] Assets and Liabilities - The total liabilities increased to HKD 419,042,000 in 2023 from HKD 360,152,000 in 2022, showing a rise of 16.3%[15] - The total liabilities increased to HKD 789,077,000 from HKD 633,439,000, representing a rise of 24.6%[81] - The company’s non-current assets decreased to HKD 30,442,000 from HKD 35,646,000, a decline of 14.3%[81] - Current assets saw a significant drop to HKD 51,076,000 from HKD 160,765,000, a decrease of 68.3%[81] - The company has pledged bank deposits of approximately HKD 2,192,000 compared to HKD 64,539,000 in the previous year[112] - Total borrowings at the end of the reporting period were approximately HKD 364,700,000, up from HKD 266,500,000 in the previous year[122] Strategic Investments and Business Development - The company holds a 40% stake in Shenzhen Congyu Wanxing Technology Agricultural Co., Ltd. and Jiamusi Congyu Modern Agricultural Co., Ltd., indicating strategic investments in the agricultural sector[23] - The company plans to explore suitable investment opportunities to develop its existing business portfolio and engage in new businesses with growth potential[35] - The group is actively exploring various e-commerce partnerships to enhance online sales of agricultural and meat products, aiming to diversify revenue sources[36] - The group is seeking vertical integration opportunities, including providing distribution services for agricultural products and seafood in China[37] - The group has formed long-term partnerships with nearby farms and agricultural companies to ensure food safety and supply for the Greater Bay Area, which has a population of 120 million[59] - The group has agreed to sell its business in Ningxia for approximately RMB 100,000 due to severe soil quality decline, with no significant negative impact on the group's financial position[169] - The group is collaborating with state-owned enterprises to broaden sales channels and enhance product variety in its agricultural and meat business[184] Corporate Governance and Risk Management - The company has maintained compliance with corporate governance codes, with a noted deviation regarding the attendance of independent non-executive directors at shareholder meetings[66] - The audit committee continues to review significant risks and internal control systems, ensuring the adequacy of resources and training for financial reporting[65] - The group has established risk management procedures to address significant business risks, with an annual review by the board to adapt to major changes in the business environment[41] - The management is responsible for designing, maintaining, executing, and supervising risk management and internal control systems to protect the company's assets and shareholder interests[190] - The internal control system is designed to minimize the adverse effects of business-related risks, providing reasonable but not absolute assurance against significant misstatements or losses[191] - The audit committee has reviewed the consolidated performance during the reporting period and discussed risk management, internal controls, and financial reporting matters with management[193] Future Plans and Corporate Actions - The company plans to issue its annual report to shareholders and publish it on its website in due course[74] - The company is proposing a name change to reflect its streamlined business focus and enhance its corporate image[115] - The company aims to improve its debt-to-equity ratio to enhance shareholder returns, maintaining its overall strategy compared to the previous year[28] - The company will suspend shareholder registration from May 28, 2024, to May 31, 2024, to facilitate the upcoming annual general meeting[194]

Stock Options - The estimated fair value of stock options granted on December 16, 2022, is approximately HKD 15,615,716, with HKD 6,932,497 for directors and HKD 8,683,219 for employees[12]. - The total number of stock options available for grant as of January 1, 2022, was 36,249,940, which decreased to zero by December 31, 2022[3]. - The company has not granted any stock options to directors or senior management during the reporting period, as per the listing rules[8]. - The stock options do not have a clawback mechanism, and they will automatically become void if the grantee's employment is terminated under certain conditions[7]. - The board believes that granting stock options without performance targets aligns the interests of grantees with the company's and shareholders' interests[16]. Performance and Incentives - The plan allows flexibility in recruitment and retention strategies based on performance indicators rather than time-based vesting conditions[4]. - The plan aims to incentivize grantees to enhance performance and attract and retain talent beneficial for the company's long-term development[18]. - The total number of shares that can be issued under the plan divided by the weighted average number of relevant shares issued during the reporting period is approximately 5.98%[14]. Board Composition - The board consists of five members, including one executive director and three independent non-executive directors[20]. - The company published supplementary information regarding the stock option plan without affecting the content of the 2022 annual report[19].

Revenue and Profitability - During the Reporting Period, revenue from the Agricultural and Meat Business increased by approximately 227.7%, from approximately HK$329.3 million to approximately HK$1,079.2 million[17]. - The Group recorded a gross profit of approximately HK$20.6 million, compared to HK$12.7 million in the Corresponding Period[17]. - The Group's revenue for the Reporting Period was approximately HK$1,079.2 million, an increase of approximately HK$749.9 million or 227.7% from approximately HK$329.3 million for the Corresponding Period[32]. - Gross profit during the Reporting Period was approximately HK$20.6 million, representing an increase of approximately HK$7.9 million or 62.0% compared to approximately HK$12.7 million for the Corresponding Period[33]. - The net profit for the Reporting Period was approximately HK$30.1 million, compared to a net profit of approximately HK$13.2 million for the Corresponding Period[43]. - The profit attributable to owners of the company was HK$30,290, compared to HK$13,475 in the same period of 2022, reflecting a substantial increase of approximately 125%[89]. - Profit before taxation for the period was HK$30,323, a turnaround from a loss of HK$6,634 in the previous year[87]. Expenses and Financial Management - Selling and distribution expenses increased by approximately HK$0.6 million or 24.3% to approximately HK$3.0 million during the Reporting Period[35]. - Administrative and other expenses rose by approximately HK$3.2 million or 30.5% to approximately HK$13.9 million during the Reporting Period[36]. - The Group recorded a net reversal of impairment losses on trade receivables of approximately HK$35.9 million during the Reporting Period, compared to impairment losses of approximately HK$2.8 million for the Corresponding Period[37]. - Other income and gains amounted to approximately HK$7.9 million, an increase of approximately HK$2.1 million or 36.0% from approximately HK$5.8 million for the Corresponding Period[34]. - The Group's finance costs for the six months ended June 30, 2023, totaled HK$8,661,000, compared to HK$5,199,000 in the same period of 2022, indicating an increase in borrowing costs[129]. Financial Position and Liquidity - As of 30 June 2023, the Group had bank balances and cash of approximately HK$40.9 million, down from HK$73.8 million as of 31 December 2022[46]. - Total borrowings as of 30 June 2023 were approximately HK$424.6 million, an increase from HK$266.5 million as of 31 December 2022[51]. - The current ratio as of June 30, 2023, was approximately 0.89, down from 1.04 as of December 31, 2022[57]. - The net debt to adjusted equity ratio increased to 0.44 as of June 30, 2023, from 0.29 as of December 31, 2022[65]. - The gearing ratio as of June 30, 2023, was 0.87, up from 0.56 as of December 31, 2022, primarily due to an increase in bank loans[65]. - Cash and cash equivalents, including pledged bank deposits, were approximately HK$40.9 million as of June 30, 2023, down from HK$73.8 million as of December 31, 2022[57]. - The Group plans to continue managing its financial resources prudently and believes it can secure financing on favorable terms if needed[52]. Business Strategy and Operations - The Group plans to continue controlling costs and utilizing existing resources while collaborating with research institutes in the PRC to enhance agricultural produce cultivation and trading[18]. - The Group aims to pursue acquisitions when opportunities arise to further strengthen its business[18]. - The Group's strategy includes enhancing revenue streams through diversified product offerings and market expansion[18]. - The Group is actively developing its trading of agricultural and meat produce, poultry, seafood, and prepared food, and has commenced supplying products to supermarkets and online platforms in the PRC[74]. - The Group has established stable and long-term cooperation with various farms and agricultural companies, aiming to build a food supply base in the Guangdong-Hong Kong-Macau Greater Bay Area to ensure food safety for 120 million people[75]. - The Group is exploring different cooperation models with e-commerce operators to enhance online sales of its agricultural and meat products, thus diversifying its revenue streams[76]. - During the Reporting Period, the Group joined the "Ten Thousand Stores Alliance" to establish a comprehensive industry chain service platform, targeting thousands of households in the Greater Bay Area[80]. Taxation and Compliance - No provision for Hong Kong profits tax was made as the subsidiaries did not have any assessable profit during the Reporting Period, consistent with the corresponding period[133]. - The Enterprise Income Tax (EIT) provision for the PRC subsidiaries was HK$180,000 for the Reporting Period, a significant increase from HK$38,000 in the previous period, reflecting a rise of 368.42%[137]. - The applicable tax rate for the Group's Hong Kong subsidiaries remained at 16.5% during the Reporting Period, unchanged from the previous year[136]. - The Group's PRC subsidiaries engaged in qualifying agricultural business were entitled to a full exemption from EIT, benefiting from tax incentives[139]. Employee and Operational Metrics - As of June 30, 2023, the Group had 59 full-time employees, with total staff costs amounting to HK$5.2 million, a slight increase from HK$5.1 million in the corresponding period[70]. - Staff costs, including directors' emoluments, amounted to HK$4,894,000 for the six months ended June 30, 2023, slightly up from HK$4,803,000 in 2022[130]. Investments and Acquisitions - The Group had no significant investments or material acquisitions during the reporting period[65]. - The acquisition of Cypress Jade Cross-border E-commerce was completed on June 19, 2020, for a cash consideration of approximately HK$237,000, diversifying the Group's revenue stream[174]. - The acquisition of 55% interest in Tuoke E-commerce was completed on December 2, 2020, for a nominal cash consideration of HK$1, enhancing the Group's market share in agricultural trading in Shenzhen[174].

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。 CHINA FINANCE INVESTMENT HOLDINGS LIMITED 中 國 金 控 投 資 集 團 有 限 公 司 （於百慕達註冊成立之有限公司） （股份代號：875） 截至二零二三年六月三十日止六個月之中期業績公佈 中國金控投資集團有限公司（「本公司」）董事（「董事」）會（「董事會」）欣然公佈本 公司及其附屬公司（統稱「本集團」）截至二零二三年六月三十日止六個月（「報告 期間」）之未經審核綜合業績連同截至二零二二年六月三十日止六個月（「同期」） 之未經審核比較數字及節選之解釋附註如下： 財務摘要 本集團於報告期間的財務摘要如下： － 本集團於報告期間錄得收益約1,079,200,000港元，較同期約329,300,000港元 （經重列）增加約749,900,000港元或227.7%。 ...