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慧源同创科技 (01116.HK):郭勋贤辞任联席公司秘书
Ge Long Hui· 2025-08-01 10:16
格隆汇8月1日丨慧源同创科技 (01116.HK)公告,郭兆文黎刹骑士勋贤已不再担任公司联席公司秘书, 自2025年7月28日起生效。 ...
慧源同创科技(01116):郭勋贤不再担任联席公司秘书
智通财经网· 2025-08-01 10:14
智通财经APP讯,慧源同创科技(01116)发布公告,于本公司终止与SK2 Corporate Services (HK) Limited 的公司秘书服务安排后,郭兆文黎剎骑士勋贤(郭勋贤)已不再担任本公司联席公司秘书,自2025年7月 28日起生效。 上述变更后,张鸿光先生将继续留任为本公司的公司秘书。 ...
慧源同创科技(01116) - 联席公司秘书变更
2025-08-01 10:09
香港交易及結算所有限公司及香港聯合交易所有限公司(「聯交所」)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,並明確表示概不就因本公告全 部或任何部分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。 (於開曼群島註冊成立之有限公司) (股份代號:1116) 承董事會命 慧源同創科技集團有限公司 主席兼執行董事 葉仁傑 香港,二零二五年八月一日 於本公告日期,董事會成員包括三名執行董事,即葉仁傑博士(主席)、張雅娜女士 (首席財務總監)及張嘉裕教授;一名非執行董事,即邵家輝先生 BBS,太平紳士 ;以及 三名獨立非執行董事,即劉國雄先生、陸建平先生及杜寧先生。 聯席公司秘書變更 慧源同創科技集團有限公司(「本公司」)董事(「董事」)會(「董事會」)謹此宣佈,於本 公司終止與SK2 Corporate Services (HK) Limited之公司秘書服務安排後,郭兆文黎剎 騎士勳賢(「郭勳賢」)已不再擔任本公司聯席公司秘書,自二零二五年七月二十八日 起生效。 上述變更後,張鴻光先生將繼續留任為本公司之公司秘書。 董事會謹此對郭勳賢於擔任聯席公司秘書期間為本公司所作之寶貴貢獻致以衷心 感謝 ...
MAYER HOLDINGS(01116.HK)成立合资公司及应用集团余热回收技术
Ge Long Hui· 2025-05-26 14:09
Group 1 - The company has established a joint venture with Beijing Huailai Data Center Enterprise to recover waste heat from data centers, aiming to provide heating for local residents and support energy-efficient agricultural practices [1] - The joint venture has achieved significant breakthroughs in carbon reduction research and has pioneered AI-powered waste heat recovery technology, filling a gap in China's waste heat recovery technology [1] - The registered capital of the joint venture is RMB 5 million, with Guangzhou Meiya contributing RMB 3.3 million (66% ownership) and Huailai Enterprise contributing RMB 1.7 million (34% ownership) [1] Group 2 - The company’s waste heat recovery technology has garnered national attention, with multiple provincial governments conducting research at the Huailai Data Center and recognizing the importance of this technology [2] - There is an urgent need to address environmental issues, particularly the cooling and heating challenges faced by the eight major data centers in China [2] - The company's research outcomes are expected to help save significant energy and reduce heating and carbon emission costs, thereby transforming traditional energy usage patterns [1]
MAYER HOLDINGS对PCM业务前景持乐观态度,并将继续探索及把握新的合作机会
Zhi Tong Cai Jing· 2025-05-21 14:26
Group 1 - Mayer Holdings (01116) is collaborating with multiple institutions, including universities, to develop and apply PCM-related technologies, conducting experimental research to expand the application range of these technologies [1] - The company has signed technical consulting contracts with the Ministry of Agriculture and Rural Affairs for one year and three years, respectively, to provide guidance on the application of PCM technology in China's agricultural sector [1][2] - The Ministry of Agriculture and Rural Affairs plays a crucial role in promoting agricultural modernization and rural development, providing technical support and consulting services for agricultural infrastructure projects [1][2] Group 2 - Under the consulting contracts, the Ministry will assist the company in constructing a "carbon-neutral" digital agricultural industrial park, obtaining relevant data and policies, and applying for government funds [2] - The Ministry will also support the company in conducting experiments and trials for PCM technology applications, collecting data, and promoting the technology's application in facilities agriculture and cold storage chains [2] - The board of directors is optimistic about the prospects of the PCM business and aims to explore new collaboration opportunities to create further value for the company [2]
慧源同创科技(01116) - 2025 - 中期财报
2025-03-27 08:43
Financial Performance - Revenue for the six months ended December 31, 2024, was RMB 395,186,000, an increase of 6.8% compared to RMB 370,017,000 for the same period in 2023[10]. - Gross profit decreased to RMB 44,560,000, down 12.9% from RMB 51,119,000 year-over-year[10]. - Loss from operations was RMB 7,854,000, compared to a profit of RMB 1,019,000 in the previous year[10]. - Loss before tax increased to RMB 10,465,000, compared to RMB 3,102,000 in the same period last year[10]. - Loss for the period was RMB 8,989,000, up from RMB 5,125,000 in the prior year[10]. - Basic and diluted loss per share was RMB 0.40, compared to RMB 0.27 for the same period in 2023[10]. - Total comprehensive expense for the period was RMB 11,467,000, compared to RMB 5,167,000 in the previous year[12]. - The company reported a net loss of RMB 8,650,000 for the six months ended December 31, 2024, compared to a loss of RMB 5,863,000 for the same period in 2023, representing an increase in loss of approximately 47.8%[15]. - The total profit of reportable segments for the same period was RMB 6,964,000, down 22.9% from RMB 9,041,000 in 2023[39]. - Consolidated loss for the period was RMB 8,989,000, compared to a loss of RMB 5,125,000 in the previous year, indicating a deterioration in performance[39]. Assets and Liabilities - As of December 31, 2024, total assets less current liabilities amounted to RMB 112,719,000, a decrease from RMB 123,886,000 as of June 30, 2024, reflecting a decline of approximately 9.1%[13]. - The net current assets decreased to RMB 11,870,000 from RMB 23,410,000, indicating a decline of about 49.3%[13]. - Total assets increased to RMB 614,834,000 from RMB 594,576,000, showing a growth of 3.9%[39]. - Total liabilities rose to RMB 502,115,000 from RMB 470,690,000, marking an increase of 6.7%[39]. - The company’s borrowings increased to RMB 145,000,000 as of December 31, 2024, from RMB 100,000,000 as of June 30, 2024, reflecting a rise of 45%[13]. Cash Flow - Cash and cash equivalents at the end of the period were RMB 47,092,000, down from RMB 57,554,000 at the beginning of the period, marking a decrease of about 18.2%[16]. - Net cash used in operating activities was RMB 54,913,000 for the six months ended December 31, 2024, compared to RMB 29,554,000 for the same period in 2023, indicating an increase in cash outflow of approximately 85.6%[16]. Segment Performance - For the six months ended December 31, 2024, revenue from external customers in the service segment was RMB 395,186, an increase from RMB 370,017 for the same period in 2023, representing a growth of approximately 6.8%[32]. - The segment profit for the service segment was RMB 6,964 for the six months ended December 31, 2024, compared to a profit of RMB 9,041 in the same period of 2023, indicating a decrease of approximately 22.9%[32]. - Domestic sales of steel products accounted for RMB 361,429,000, up 8.4% from RMB 333,353,000 in 2023[40]. Administrative and Distribution Costs - The company reported an increase in administrative expenses to RMB 29,990,000, up from RMB 23,848,000 year-over-year[10]. - Distribution costs decreased to RMB 32,304,000 from RMB 38,301,000 in the previous year, reflecting a reduction of 15.6%[10]. Legal and Compliance Issues - Trading in the company's shares was suspended on September 29, 2023, due to the failure to publish the 2023 Annual Results in accordance with the Listing Rules[88]. - The company was unable to publish the 2023 Annual Results by the deadline of September 30, 2023, due to the need for additional time to gather necessary documents and information requested by the auditor[82]. - The Company must publish all outstanding financial results and address any audit modifications as part of the Resumption Guidance[95]. - The Company has until March 28, 2025, to remedy the issues causing the suspension; failure to do so may result in the cancellation of its listing[92]. Strategic Initiatives - The company aims to improve product quality and service, modernize production equipment, and conduct product research and development to enhance competitiveness while controlling operational costs[139]. - Guangzhou Mayer has established a registered non-Hong Kong company in Hong Kong to promote additional sales and liaise with potential customers[138]. - The company entered into a consultancy agreement with Sino Light Investment Advisory Limited to assist in developing its Environmental Technology Business for a term of two years[196]. Market and Industry Context - The PRC's 13th and 14th Five Year Plans emphasize controlling carbon pollution and promoting green building materials, indicating substantial demand for environmental technologies[190][193]. - The company faced challenges in business development due to the pandemic, including delays in property development projects and difficulties for potential buyers to perform site visits[150]. - The industry is expected to stabilize and gradually return to pre-pandemic levels by the second half of 2023, depending on future developments of the pandemic and the global macroeconomic environment[172].
慧源同创科技(01116) - 2025 - 中期财报
2025-03-27 08:41
Financial Performance - Revenue for the six months ended December 31, 2023, increased to RMB 370,017,000, up 40.3% from RMB 263,761,000 in the same period of 2022[13] - Gross profit for the same period was RMB 51,119,000, representing a 52.7% increase compared to RMB 33,452,000 in 2022[13] - Loss for the period was RMB 5,125,000, compared to a loss of RMB 1,738,000 in the previous year, indicating a significant decline in profitability[13] - Basic and diluted loss per share was RMB 0.27, compared to RMB 0.15 in the prior year[13] - Other income rose to RMB 12,420,000, a 78.5% increase from RMB 6,944,000 in the same period last year[13] - The company reported a total comprehensive loss of RMB 5,905,000 for the six months ended December 31, 2023, compared to a loss of RMB 5,056,000 in the previous period[18] - The Group reported consolidated revenue of approximately RMB 370,017,000 for the six months ended 31 December 2023, representing an increase of 40.3% compared to RMB 263,761,000 for the previous period[122] - Gross profit margin improved to 13.8% from 12.7% in the previous period[122] - Loss attributable to owners of the Company was approximately RMB 5,863,000, compared to RMB 3,178,000 in the previous period[122] Expenses and Costs - Distribution costs increased to RMB 38,301,000, up 92.5% from RMB 19,957,000 in 2022[13] - Administrative expenses also rose to RMB 23,848,000, compared to RMB 18,446,000 in the previous year, reflecting a 29.2% increase[13] - Finance costs increased to RMB 4,121,000, up from RMB 2,850,000 in the same period last year, marking a 44.6% increase[13] - The cost of inventories sold increased to RMB 318,898,000 from RMB 230,309,000, reflecting a rise of 38.4%[52] Assets and Liabilities - As of December 31, 2023, total assets amounted to RMB 491,296,000, an increase from RMB 454,349,000 as of June 30, 2023, reflecting a growth of approximately 8.1%[16] - Current liabilities increased to RMB 452,491,000 from RMB 392,087,000, representing a rise of about 15.4%[16] - Net current assets decreased to RMB 38,805,000 from RMB 62,262,000, indicating a decline of approximately 37.7%[16] - Borrowings increased significantly to RMB 115,030,000 from RMB 75,000,000, reflecting a rise of approximately 53.4%[16] - The equity attributable to owners of the Company decreased to RMB 68,907,000 from RMB 74,812,000, a decline of about 7.9%[16] Segment Performance - For the six months ended December 31, 2023, total revenue from reportable segments was RMB 370,017,000, an increase from RMB 263,761,000 in the same period of 2022, representing a growth of approximately 40.4%[34] - Segment profit for the steel products segment was RMB 9,083,000, compared to RMB 7,577,000 in the previous year, indicating an increase of about 19.9%[34] - The total assets of reportable segments increased to RMB 509,989,000 as of December 31, 2023, up from RMB 475,416,000 at June 30, 2023, reflecting a growth of approximately 7.3%[35] - Segment liabilities for the steel products segment increased to RMB 229,427,000 as of December 31, 2023, from RMB 187,606,000 at June 30, 2023, representing an increase of approximately 22.3%[35] Government Support and Subsidies - The Group received government subsidies of RMB 5,706,000, significantly up from RMB 1,130,000 in the prior period, indicating a growth of 404.4%[45] Legal and Compliance Issues - The Company was unable to publish its 2023 Annual Results by the deadline of 30 September 2023 due to the need for additional time to gather necessary documents and information requested by the Auditor[85] - Trading in the Company's shares was suspended on 29 September 2023, pending the publication of the 2023 Annual Results[89] - The Auditor raised potential audit issues regarding the 2023 Annual Results, which could affect the accuracy of the financial information recorded in the Group's consolidated financial statements[91] - The Company must comply with all Resumption Guidance and remedy substantive issues causing the trading suspension before trading can resume[94] Management and Governance - The Company had only two independent non-executive directors (INEDs), below the required minimum of three as per Rule 3.10(1) of the Listing Rules[101] - Following the appointment of Mr. Du Ning as an INED on January 26, 2024, the Company fulfilled the Additional Resumption Guidance[102] - The Board now comprises six members, including three INEDs, meeting the minimum requirement[110] - The Audit Committee has three members, complying with the minimum requirement as per Rule 3.21 of the Listing Rules[110] Strategic Focus and Future Plans - The Company is focusing on processing, manufacturing, and selling steel products in China[111] - The Company is developing applications of nano phase change energy storage materials in the agricultural industry in China[111] - The Company plans to improve product quality and service, modernize production equipment, and conduct product research and development to enhance competitiveness[133] - The relaxation of border control measures by the Chinese government starting from 8 January 2023 may positively impact the steel industry[136] Urban Renewal Projects - As of December 31, 2023, the Group had several urban renewal planning and consulting projects in Zhuhai, China, covering an estimated site area of approximately 480 mu[139][143] - The Group's urban renewal projects did not generate any revenue during the period, reflecting stagnant progress and unsatisfactory results in Zhuhai[140][143] - The Target Company, managing the Yuetang Village Redevelopment Project, reported an accumulated profit after tax of approximately RMB 27.49 million, falling short of the target profit level of HK$ 260 million by approximately RMB 189.18 million[149] Environmental Technology Initiatives - The Company is focusing on environmental technology related business, driven by policies in the PRC aimed at reducing carbon pollution and promoting green building materials[180] - The Board believes there will be substantial demand for environmental technologies to lower operational costs and improve service quality in the PRC[180] - A consultancy agreement was signed with Sino Light Investment Advisory Limited to assist in the development of the Environmental Technology Business for a term of two years[182]
慧源同创科技(01116) - 2025 - 中期业绩
2025-03-26 22:17
Financial Performance - Revenue for the six months ended December 31, 2024, was RMB 395,186,000, an increase of 6.8% from RMB 370,017,000 in the same period of 2023[11]. - Gross profit decreased to RMB 44,560,000, down 12.9% from RMB 51,119,000 year-over-year[11]. - Loss from operations was RMB 7,854,000 compared to a profit of RMB 1,019,000 in the previous year[11]. - Loss before tax increased to RMB 10,465,000, compared to RMB 3,102,000 in the same period last year[11]. - Loss for the period was RMB 8,989,000, up from RMB 5,125,000 in the previous year[11]. - Basic and diluted loss per share was RMB 0.40, compared to RMB 0.27 in the same period of 2023[11]. - Total comprehensive expense for the period was RMB 11,467,000, compared to RMB 5,167,000 in the previous year[13]. - The company reported a loss of RMB 8,650,000 for the six months ended December 31, 2024, compared to a loss of RMB 5,863,000 for the same period in 2023[17]. - The total profit of reportable segments for the same period was RMB 6,964,000, down 23.0% from RMB 9,041,000 in 2023[34]. - Consolidated loss for the period was RMB 8,989,000, compared to a loss of RMB 5,125,000 in the previous year, indicating a deterioration in performance[34]. Assets and Liabilities - As of December 31, 2024, total assets amounted to RMB 513,985,000, an increase of 4.0% from RMB 494,100,000 as of June 30, 2024[14]. - Current liabilities decreased to RMB 502,115,000 from RMB 470,690,000, reflecting a reduction of 6.3%[14]. - The net current assets dropped significantly to RMB 11,870,000, down 49.3% from RMB 23,410,000[14]. - Total equity attributable to owners of the Company decreased to RMB 46,153,000 from RMB 57,281,000, a decline of 19.4%[16]. - The Group's total assets increased to RMB 614,834,000 as of December 31, 2024, from RMB 594,576,000 as of June 30, 2024[34]. - Total liabilities rose to RMB 502,115,000 as of December 31, 2024, compared to RMB 470,690,000 as of June 30, 2024[34]. Cash Flow and Financing - Cash and cash equivalents at the end of the period were RMB 47,092,000, a decrease of 18.0% from RMB 57,554,000 at the beginning of the period[17]. - Net cash used in operating activities was RMB 54,913,000, an increase of 85.5% compared to RMB 29,554,000 in the previous year[17]. - The company received RMB 45,000,000 from new borrowings, down 40.0% from RMB 75,030,000 in the same period last year[17]. Segment Performance - For the six months ended December 31, 2024, revenue from external customers in the urban renewal projects segment was RMB 395,186, an increase from RMB 370,017 in the same period of 2023, representing a growth of approximately 6.8%[33]. - Segment profit for the urban renewal projects segment was RMB 6,964 for the six months ended December 31, 2024, compared to a profit of RMB 9,041 in the same period of 2023, indicating a decline of approximately 22.9%[33]. Legal and Compliance Issues - The Company is taking legal actions regarding the promissory notes due to the inability of Happy Group to achieve the target profit, expecting no repayment until the claim is settled[65]. - The Group's legal actions regarding the disputed sale of Black Crystal are ongoing, with an appeal filed against a court ruling that dismissed their claims[74]. - The Company is currently facing potential audit issues as it has not provided necessary documents requested by the auditor, delaying the publication of the 2023 Annual Results[90]. - The Company must comply with all Resumption Guidance and remedy the substantive issues causing the trading suspension before trading can resume[92]. - The Company is appealing a court judgment regarding the disposal of a 51% equity interest in Hei Jing, with the outcome of the legal action remaining uncertain[73]. Management and Governance - The Company has appointed Mr. Du Ning as an Independent Non-executive Director and a member of the Audit Committee, fulfilling the Additional Resumption Guidance[100]. - The Board now comprises six members, including three Independent Non-executive Directors, meeting the minimum requirement under Rule 3.10(1) of the Listing Rules[104]. - The Audit Committee has three members, thus complying with the requirement under Rule 3.21 of the Listing Rules[106]. - The Company received Further Resumption Guidance to re-comply with Rule 13.92, which requires gender diversity among Board members[107]. - Ms. Zhang Yana was appointed as an Executive Director, achieving compliance with Rule 13.92 by having a Board of seven members, including one female Director[108]. Strategic Initiatives - The Group's primary business activities include investment holding, manufacturing steel pipes and sheets, and providing urban renewal project planning and consulting services[23]. - The Group plans to modernize production equipment and conduct product research and development to enhance competitiveness while controlling operational costs[140]. - The Company is focusing on business operations in processing, manufacturing, and selling steel products in China[119]. - The Company is developing applications of nano phase change energy storage materials in the agricultural industry in China[119]. Environmental and Social Responsibility - The Board noted that environmental protection issues in China are a focus in the 13th and 14th Five Year Plans, aiming to control carbon pollution and promote green building materials[191][194]. - The strengthening policies and enforcement of environmental regulations in China are expected to create substantial demand for environmental technologies[194]. - The Company believes that integrating and applying environmental technologies can lower operational costs and improve service quality[194].
慧源同创科技(01116) - 2025 - 中期业绩
2025-03-26 22:15
Financial Performance - For the six months ended December 31, 2023, the company reported revenue of RMB 370,017,000, a 40.3% increase from RMB 263,761,000 in the same period of 2022[12]. - Gross profit for the same period was RMB 51,119,000, up 52.7% from RMB 33,452,000 year-on-year[12]. - The company incurred a loss before tax of RMB 3,102,000, compared to a loss of RMB 227,000 in the previous year[12]. - The loss for the period attributable to owners of the company was RMB 5,863,000, an increase from RMB 3,178,000 in the prior year[12]. - Basic and diluted loss per share for the period was RMB 0.27, compared to RMB 0.15 in the same period last year[12]. - Other income increased to RMB 12,420,000 from RMB 6,944,000, reflecting an increase of 78.5%[12]. - Distribution costs rose significantly to RMB 38,301,000 from RMB 19,957,000, indicating a 92.5% increase[12]. - Administrative expenses also increased to RMB 23,848,000 from RMB 18,446,000, a rise of 29.2%[12]. - The company reported finance costs of RMB 4,121,000, up from RMB 2,850,000, representing a 44.6% increase[12]. - The company reported a loss for the period of RMB 5,125,000 for the six months ended December 31, 2023, compared to a loss of RMB 1,738,000 for the same period in 2022, indicating an increase in loss of approximately 195%[14]. - Total comprehensive expense for the period was RMB 5,167,000, up from RMB 3,616,000 in the previous year, reflecting a year-over-year increase of about 43%[14]. - Segment profit for steel products was RMB 9,083,000, compared to RMB 7,577,000 in the previous year, reflecting a growth of 19.9%[34]. - The Group reported a loss of approximately RMB 5,863,000 for the six months ended 31 December 2023, compared to a loss of RMB 3,178,000 for the same period in 2022, indicating an increase in loss of 84%[53][57]. Assets and Liabilities - Non-current assets increased to RMB 97,702,000 as of December 31, 2023, from RMB 79,438,000 as of June 30, 2023, representing a growth of approximately 23%[15]. - Current assets rose to RMB 491,296,000 from RMB 454,349,000, marking an increase of about 8%[15]. - The company's net current assets decreased to RMB 38,805,000 from RMB 62,262,000, a decline of approximately 38%[15]. - Total equity attributable to owners of the company decreased to RMB 68,907,000 from RMB 74,812,000, reflecting a decrease of about 8%[15]. - The company’s cash and cash equivalents decreased to RMB 34,914,000 from RMB 46,388,000, a decline of approximately 25%[15]. - Trade and other receivables increased to RMB 372,758,000 from RMB 315,005,000, indicating a rise of about 18%[15]. - Total liabilities of reportable segments increased to RMB 249,075,000 from RMB 207,254,000, a rise of 20.2%[34]. Cash Flow - Net cash used in operating activities decreased to RMB (29,554) thousand from RMB (33,904) thousand, representing a reduction of approximately 13.9% year-over-year[18]. - Cash flows from investing activities resulted in a net cash outflow of RMB (18,529) thousand, compared to RMB (3,729) thousand in the previous year, indicating a significant increase in investment expenditures[18]. - Net cash generated from financing activities was RMB 37,955 thousand, up from RMB 24,513 thousand, reflecting a growth of approximately 54.7% year-over-year[18]. - The total cash and cash equivalents at the end of the period stood at RMB 34,914 thousand, an increase from RMB 25,725 thousand, marking a growth of approximately 35.7%[18]. Business Operations - The Group's principal activities include manufacturing steel pipes and sheets, as well as urban renewal project planning and consulting, indicating a diversified business model[20]. - The Group's segment for steel products primarily derives revenue from manufacturing and trading in the PRC, highlighting its operational focus in this region[32]. - The urban renewal projects segment generates revenue from planning and consulting services in Zhuhai City, Guangdong Province, emphasizing the Group's involvement in local development initiatives[32]. - The Group is focusing on business operations in processing, manufacturing, and selling steel products in China[110]. - Guangzhou Mayer's steel products are exported to multiple regions including Southeast Asia, Africa, Europe, and the USA, with significant clients such as the Chinese Ministry of Construction[128]. Legal and Compliance Issues - The company is involved in a legal dispute regarding the disposal of a 51% equity interest in Hei Jing for a cash consideration of RMB 5.3 million, which the board considers too low and unfair[74]. - The Shenzhen Baoan District People's Court dismissed the initial claim related to the Hei Jing disposal, and the company has decided to appeal this decision[75]. - The Company has suspended trading of its shares on the Stock Exchange effective from 9:00 a.m. on September 29, 2023, pending the publication of the 2023 Annual Results[88]. - The Company received Resumption Guidance from the Stock Exchange on December 28, 2023, which includes the need to publish outstanding financial results and address any audit modifications[89]. - The Auditor raised potential audit issues regarding the 2023 Annual Results, including the need for the finalized Investigation Report and management accounts of Happy Group for the six months ended June 30, 2023[90]. - The Company must comply with all Resumption Guidance and remedy substantive issues causing the trading suspension before resuming trading[93]. - The Stock Exchange may cancel the listing of the Company's securities if trading remains suspended for a continuous period of 18 months, with the deadline being March 28, 2025[94]. - The Company must re-comply with Rules 3.10(1) and 3.21 of the Listing Rules following the resignation of an independent non-executive director on January 18, 2024[96]. - The Company currently has only two independent non-executive directors, which is below the minimum requirement of three as per Rule 3.10(1) of the Listing Rules[100]. - The Audit Committee of the Board has only two members, falling short of the minimum requirement of three members as stipulated in Rule 3.21 of the Listing Rules[100]. Future Outlook and Strategy - The company is focused on expanding its market presence and enhancing its product offerings, although specific new products or technologies were not detailed in the report[12]. - Looking ahead, the company plans to improve product quality, modernize production equipment, and expand sales channels to increase market share while controlling operational costs[132]. - The company has established a registered non-Hong Kong company in Hong Kong in December 2022 to enhance customer outreach and sales[131]. - The company aims to leverage environmental technologies to reduce operational costs while enhancing service quality and efficiency in response to the growing demand in China[184]. Environmental and Technological Initiatives - The Company has entered into a consultancy agreement with Sino Light Investment Advisory Limited to assist in developing its Environmental Technology Business[181]. - The Company has engaged in an equity investment agreement with Guangdong Golden Way Environmental and Energy Saving Technology Co., Ltd, resulting in a dilution of its equity interest in Mayer Technology from 100% to 70%[197]. - Following the equity investment agreement, Mayer Technology will focus on manufacturing and selling 8°C Nano PCMs and related equipment[199]. - The initial cash contribution for the exclusive rights granted to Mayer Technology was RMB 5 million, which facilitated the construction of production lines for Nano PCMs[199]. - The company has entered into a Consultancy Agreement with a consultant to provide advisory services for the development of its Environmental Technology Business, which includes the application of environmental technologies in the production of composite steel and other industrial composite materials[184].
MAYER HOLDINGS:现正采取合适的法律行动以收回目前以托管方式持有的全部4.1亿股代价股份
Zhi Tong Cai Jing· 2025-03-18 12:56
Group 1 - MAYER HOLDINGS is taking appropriate legal action to recover all 410 million consideration shares currently held in escrow [1][2] - The acquisition of Happy (Hong Kong) New City Group Limited was agreed upon for a total consideration of HKD 260 million, with payments structured in three parts [1] - The target company reported a cumulative audited net profit of approximately HKD 14.4 million for the three financial years ending December 31, 2021, which is below the target profit level [2] Group 2 - As a result of the target company's performance, the obligations under the acceptance note are to be terminated, and the escrow agent is not required to release any consideration shares to the seller [2] - The consideration shares will be returned to the company according to the escrow agreement, allowing the company to sell or dispose of the shares without notifying the seller [2] - The company believes that the buyer has no payment obligations under the acceptance note and is pursuing legal claims against the seller and guarantors for breach of the sale agreement [2]