今年以来，兰世立带领的"武汉二厂"先是在4月底推出橙子、菠萝和香蕉口味三个老汽水，两个月后的7 月又推出了车厘子、草莓、蓝莓口味布局中高端市场，在10月10日推出了1.99元易拉罐产品。 | RafflesInterior | | --- | 值得注意的是，武汉二厂并非单独IPO，而是被一家港股上市公司并购。兰世立告诉《每日经济新闻》 记者："Raffles Interior Limited是上市公司的主体，武汉二厂从今天（10月19日）开始是上市公司的一部 分。" 公开资料显示，港股01376简称RAFFLESINTERIOR，其主体是一家名为Raffles Interior Limited的新加坡 室内装修服务供应商。10月18日RAFFLESINTERIOR发布公告表示，董事会于2023年9月12日收到香港 联交所有关就收购事项及转换股份的上市批准。同时，RAFFLESINTERIOR委任向颖为执行董事，任期 自2023年10月18日起为期3年，委任彭尚凤为非执行董事，任期与向颖相同。两位新任董事会成员将获 指派于收购事项完成后监督目标公司的营运及发挥彼等各自于中国市场的专业精神及专业知识，为武汉 二厂 ...

Financial Performance - For the fiscal year ending December 31, 2024, the company's revenue decreased by approximately 48.3% to SGD 47.1 million from SGD 91.2 million in the previous year[13]. - The gross profit for the same period was approximately SGD 12.6 million, an increase of about 9.5% from SGD 11.5 million in 2023, resulting in a gross margin of 26.7%[18]. - The company reported a net profit of SGD 599,000 for the fiscal year ending December 31, 2024, down from SGD 1.4 million in 2023[13]. - The sales cost decreased by approximately 56.7% to SGD 34.5 million from SGD 79.7 million in the previous year, aligning with the revenue decline[17]. - Other income remained stable at approximately SGD 0.1 million for both fiscal years 2024 and 2023[19]. - Other losses increased by approximately SGD 0.8 million for the year ended December 31, 2024, compared to SGD 20,000 for the year ended December 31, 2023, primarily due to increased foreign exchange losses of SGD 0.2 million and fair value losses related to convertible bonds of SGD 0.3 million[20]. - The group's impairment loss reversal for the year ended December 31, 2024, was approximately SGD 0.6 million, compared to SGD 0.4 million for the year ended December 31, 2023, attributed to a significant decrease in trade receivables and contract assets[21]. - Administrative expenses for the year ended December 31, 2024, were approximately SGD 11.0 million, up from SGD 9.6 million for the year ended December 31, 2023, mainly due to an increase in employee costs of approximately SGD 1.6 million[22]. - Financing costs for the year ended December 31, 2024, were approximately SGD 634,000, compared to SGD 176,000 in 2023, with estimated interest on convertible bonds recognized at approximately SGD 517,000[23]. - Tax expenses for the year ended December 31, 2024, were approximately SGD 0.4 million, compared to SGD 2,000 in 2023, primarily due to the full utilization of unrecognized losses carried forward from the COVID-19 pandemic[24]. - The net profit attributable to the owners decreased from approximately SGD 1.4 million for the year ended December 31, 2023, to approximately SGD 0.6 million for the year ended December 31, 2024, a reduction of approximately SGD 0.8 million[25]. - As of December 31, 2024, the group had total cash and bank balances of approximately SGD 15.8 million, down from approximately SGD 17.0 million as of December 31, 2023, with bank borrowings of approximately SGD 0.6 million compared to SGD 1.6 million in 2023[27]. - The group's debt-to-equity ratio as of December 31, 2024, was 135.5%, significantly up from 16.2% in 2023[31]. Business Operations - The company has 19 ongoing projects with a theoretical contract value of approximately SGD 27.0 million, of which about SGD 5.0 million has been recognized as revenue by December 31, 2024[12]. - The company is well-positioned to capture new business opportunities as the Singapore construction industry recovers[9]. - The company has no significant changes in its main business operations as of December 31, 2024, which primarily involves providing interior decoration services through its subsidiary Ngai Chin Construction Pte Ltd[132]. - The company has established stable business relationships with major clients, including professional consultants and multinational corporations, enhancing market visibility[168]. - The company maintains a list of approved suppliers and subcontractors, continuously evaluating their performance based on various factors such as pricing and quality[169]. Corporate Governance - The company has a strong focus on corporate governance and has been involved in numerous regulatory applications and operations for leading financial institutions[51]. - The company has established a corporate governance framework based on the principles and regulations outlined in the Corporate Governance Code, ensuring compliance throughout the fiscal year ending December 31, 2024[61]. - The board of directors has maintained a balanced composition, including both executive and independent non-executive directors, to ensure robust independent judgment[66]. - All directors have completed an independent assessment of their independence, with satisfactory results reported for the fiscal year ending December 31, 2024[73]. - The board held regular meetings, with attendance records showing that all directors participated actively, with the highest attendance being 7 out of 7 meetings[70]. - The company has committed to high standards of corporate governance, aiming to protect shareholder interests and enhance corporate value[60]. - The company has implemented a mechanism for evaluating board independence, which includes annual reviews and action plans for improvement[72]. - The company has adhered to the Corporate Governance Code's requirement of having at least three independent non-executive directors, ensuring compliance with listing rules[71]. - The board is responsible for leading and monitoring the company, guiding management, and ensuring effective internal controls and risk management systems are in place[76]. - The company has established a code of conduct for securities trading by directors and related persons, confirming compliance throughout the fiscal year[64]. - The company aims to provide satisfactory and sustainable returns to shareholders while maintaining high ethical business standards[63]. - The company has established three committees: Audit Committee, Remuneration Committee, and Nomination Committee, each with clearly defined powers and responsibilities[86]. - The Audit Committee consists of three independent non-executive directors, ensuring compliance with listing rules regarding financial management expertise[83]. - The company provides appropriate insurance coverage for directors and senior management against legal actions arising from corporate activities[84]. - The training records for directors indicate that all participated in reading relevant materials, ensuring they remain informed about regulatory developments[81]. - The company maintains a commitment to board diversity, with the Nomination Committee discussing measurable targets to achieve this goal[89]. - The company has adopted a board diversity policy aimed at enhancing corporate governance and board effectiveness, considering factors such as gender, age, and professional qualifications[91]. - The company aims to achieve a target of at least 20% female representation on the board and at least 50% in senior management within two years[93]. - Current gender representation shows 0% female on the board, 33.33% in senior management, and 12.23% across all employees[95]. - The nomination committee reviews the board diversity policy annually to ensure its effectiveness[92]. Risk Management and Compliance - The company has established a risk management and internal control system to manage operational and financial risks, with the board responsible for its effectiveness[101]. - The risk management policy includes procedures for identifying, assessing, and managing key business risks, with quarterly evaluations conducted by departments[103]. - The company has implemented a whistleblowing policy to allow employees to confidentially report concerns regarding financial reporting and internal controls[104]. - An anti-corruption policy has been established to prevent bribery within the company, with internal reporting channels available for employees[105]. - The company has engaged Baker Tilly Consultancy (Singapore) Pte. Ltd. for internal audit functions, which reviewed the effectiveness of the risk management and internal control systems for the year ending December 31, 2024[106]. - The board believes that the existing internal control policies are adequate, effective, and sufficient, despite some isolated incidents leading to audit reservations[107]. - The company has not identified any significant risks or internal control deficiencies since 2019, indicating that the issues leading to audit reservations were isolated events[109]. - The company secretary has undergone at least 15 hours of relevant professional training as required by the listing rules for the year ending December 31, 2024[116]. Shareholder Engagement - The company has established multiple communication channels to engage with shareholders and ensure their rights are protected during general meetings[117]. - Shareholders holding at least 10% of the paid-up capital can request the board to convene a special general meeting within two months of their request[118]. - The company has a structured process for shareholders to submit proposals for consideration at general meetings, requiring written submission at least 15 business days prior to the meeting[119]. - The board of directors has reviewed the implementation of the shareholder communication policy and believes it has been effectively implemented[127]. Sustainability and ESG - The company has established an environmental, social, and governance (ESG) working group to identify and manage ESG risks and report performance to the board[193]. - The company is committed to reducing its carbon footprint and minimizing waste generated from projects as part of its sustainability efforts[188]. - The group identified 16 key environmental, social, and governance (ESG) issues for the fiscal year 2024, with no changes from the previous year[196]. - The group maintains consistent data collection and disclosure methods for ESG reporting, ensuring comparability across reporting periods[199]. - Stakeholder engagement activities throughout the fiscal year included formal and informal communication, emphasizing the importance of transparency[200]. - Key concerns from stakeholders include fair employment practices, workplace safety, and sustainable profitability for shareholders[200]. - The group aims to establish strong, long-term relationships with stakeholders by understanding their expectations and concerns[200]. - The group has implemented employee training programs and feedback platforms to address employee concerns regarding compensation and job security[200]. - The group emphasizes compliance with legal regulations, including those set by the Hong Kong Stock Exchange[200]. - The group focuses on maintaining a safe working environment and fair treatment of suppliers and subcontractors[200]. - The group aims to contribute to the community through volunteer services and charitable activities[200].

Financial Performance - For the fiscal year ending December 31, 2024, Raffles Interior Limited reported total revenue of SGD 47,120,000, a decrease of 48.3% compared to SGD 91,181,000 in 2023[3] - The cost of sales for the same period was SGD 34,532,000, down 56.6% from SGD 79,686,000 in the previous year, resulting in a gross profit of SGD 12,588,000, an increase of 9.5% from SGD 11,495,000[3] - The operating profit for the year was SGD 1,444,000, slightly down by 4.5% from SGD 1,512,000 in 2023[3] - The net profit from continuing operations was SGD 599,000, a decline of 57.4% compared to SGD 1,403,000 in the prior year[3] - The total comprehensive loss for the year was SGD 4,537,000, compared to a comprehensive income of SGD 1,388,000 in 2023[4] - The company reported a basic loss per share of SGD (0.42) for the year, compared to earnings of SGD 0.14 per share in 2023[4] - The net profit attributable to the company's owners decreased to approximately SGD 0.6 million for the year ended December 31, 2024, down from approximately SGD 1.4 million in 2023[69] - Basic and diluted loss per share from continuing operations was SGD 599 for 2024, down from a profit of SGD 1,403 in 2023[35] - The basic and diluted loss per share from continuing and discontinued operations for 2024 is (SGD 4,154,000) compared to a profit of SGD 1,403,000 in 2023[36] Assets and Liabilities - Total assets decreased to SGD 38,636,000 in 2024 from SGD 44,223,000 in 2023, reflecting a decline of 12.6%[5] - Total equity fell to SGD 8,218,000 in 2024, down from SGD 12,361,000 in 2023, representing a decrease of 33.2%[5] - Trade receivables decreased to SGD 3,380,000 in 2024 from SGD 4,111,000 in 2023, with a net trade receivables amount of SGD 3,350,000 after expected credit loss provisions[40] - The total amount of trade and other receivables is SGD 4,534,000 in 2024, down from SGD 5,180,000 in 2023[40] - Trade payables decreased to SGD 4,370,000 in 2024 from SGD 6,662,000 in 2023[54] - Accrued project costs were SGD 9,436,000 in 2024, down from SGD 18,742,000 in 2023[54] - The maximum credit risk as of the reporting date for trade receivables is SGD 608,000, down from SGD 1,662,000 in 2023[45] - The provision for expected credit losses in 2024 was SGD 55,000, a decrease from SGD 172,000 in 2023, primarily due to a reduction in the total value of trade receivables[45] Revenue Sources and Customer Concentration - The group reported revenue from continuing operations of SGD 47,120 thousand for the year ended December 31, 2024, a decrease from SGD 91,181 thousand in 2023[19] - Revenue from Singapore for the year ended December 31, 2024, was SGD 47,120, a decrease of 48.5% from SGD 91,181 in 2023[24] - The group's largest customer and top five customers accounted for approximately 22.1% and 64.0% of total revenue from continuing operations for the year ended December 31, 2024, compared to 33.2% and 69.3% in 2023[25] - Revenue from customers contributing over 10% to total revenue included Customer A at SGD 10,395 and Customer B at SGD 7,476, totaling SGD 25,272 for 2024, down from SGD 40,486 in 2023[26] Operational Changes and Strategic Decisions - The company has plans for market expansion and new product development, although specific details were not disclosed in the earnings report[3] - The group has expanded its operations to include the sale and distribution of soft drink products in China, but has since terminated this segment after selling its entire stake in China Soft Drinks Limited[22] - The company completed the sale of its entire stake in China Soft Drinks Limited for a nominal value of HKD 1, marking a strategic exit from the soft drink sector[31] - The company agreed to acquire 51% of Wuhan Erchang Soft Drink Co., Ltd. for HKD 25,500,000, to be settled through the issuance of convertible notes[76] - The acquisition was completed on January 5, 2024, resulting in the issuance of 187,500,000 new shares at a conversion price of HKD 0.136 per share[76] Compliance and Governance - The company has complied with the corporate governance code throughout the year ended December 31, 2024[100] - The independent auditor expressed a qualified opinion regarding the financial statements due to limitations in scope related to the performance and cash flows of the sold group[85] - The independent auditor has issued a qualified opinion on the consolidated financial statements for the year ended December 31, 2024, indicating potential issues with the financial data related to the sale of the subsidiary[94] Future Outlook and Market Conditions - The construction demand in Singapore is projected to reach SGD 47 billion to SGD 53 billion by 2025, an increase of 6.3% to 19.9% compared to 2024, driven by major projects like Changi Airport Terminal 5 and Marina Bay Sands expansion[58] - The group anticipates that the application of new IFRS will not have a significant impact on the consolidated financial statements for the foreseeable future[15] Shareholder Information - The annual general meeting for shareholders will be held on May 23, 2025[102] - The company will suspend share transfer registration from May 20, 2025, to May 23, 2025, to determine voting rights at the annual general meeting[103] - The annual performance announcement will be published on the Hong Kong Stock Exchange and the company's website[104] - The 2024 annual report will also be published on the aforementioned websites and will be sent to shareholders in due course[105] - The board expresses gratitude to all shareholders for their support and acknowledges the contributions of all employees[106]

Financial Performance - Revenue for the six months ended June 30, 2024, was SGD 24,278 thousand, a decrease of 54.1% compared to SGD 52,918 thousand in the same period of 2023[5] - Gross profit for the same period was SGD 5,521 thousand, down from SGD 5,977 thousand, reflecting a decline of 7.6%[5] - Operating profit decreased significantly to SGD 458 thousand from SGD 2,322 thousand, representing an 80.3% decline year-over-year[5] - Net profit for the period was SGD 87 thousand, a sharp drop from SGD 2,204 thousand in the previous year, indicating a decline of 96.1%[5] - Basic earnings per share for the period was SGD 0.04, down from SGD 0.22 in the same period last year, a decrease of 81.8%[6] - The company reported a total comprehensive income of SGD 86,000 for the six months ended June 30, 2024, compared to SGD 2,191,000 for the same period in 2023, indicating a decrease of approximately 96.1%[10] - The company incurred a loss of SGD 5,726,000 for the six months ended June 30, 2024, compared to a loss of SGD 7,521,000 for the same period in 2023, showing an improvement of approximately 23.9%[10] - The segment performance for interior renovation services showed a profit of SGD 1,809,000 for the six months ended June 30, 2024, compared to SGD 2,752,000 in the same period of 2023, reflecting a decline of 34.2%[33] - The revenue from the interior decoration services segment decreased by 55.8% to approximately SGD 23.4 million for the six months ended June 30, 2024, compared to approximately SGD 52.9 million for the same period in 2023[100] - Gross profit for the six months ended June 30, 2024, was approximately 5.5 million Singapore dollars, down about 8.3% from approximately 6.0 million Singapore dollars in the previous year[108] Assets and Liabilities - Total assets as of June 30, 2024, were SGD 44,001 thousand, compared to SGD 37,102 thousand as of December 31, 2023, an increase of 18.6%[8] - Total liabilities increased to SGD 30,699 thousand from SGD 29,878 thousand, reflecting a rise of 2.7%[8] - The company’s total reserves, including other reserves and accumulated losses, were SGD (13,047,000) as of June 30, 2024, compared to SGD (13,047,000) as of January 1, 2023, remaining unchanged[10] - Non-current assets as of June 30, 2024, totaled SGD 6,899,000, compared to SGD 1,250,000 as of December 31, 2023[36] - The group reported net trade receivables of SGD 6,074 as of June 30, 2024, up from SGD 4,026 as of December 31, 2023[60] - Trade payables decreased to SGD 4,475,000 as of June 30, 2024, down 32.8% from SGD 6,662,000 as of December 31, 2023[73] - Trade and other payables totaled SGD 21,865,000 as of June 30, 2024, a decrease of 26.5% from SGD 29,679,000 as of December 31, 2023[73] Cash Flow - The net cash flow from operating activities for the six months ended June 30, 2024, was negative SGD 2,841,000, a significant decline compared to positive SGD 7,303,000 in the same period of 2023[11] - The cash and cash equivalents at the end of June 30, 2024, were SGD 13,431,000, down from SGD 16,980,000 at the beginning of the period, representing a decrease of about 21.5%[11] - The net cash used in investing activities was SGD 1,000 for the six months ended June 30, 2024, compared to SGD 24,000 used in the same period of 2023[11] - The financing activities resulted in a net cash outflow of SGD 710,000 for the six months ended June 30, 2024, compared to SGD 5,103,000 in the same period of 2023, indicating a reduction of approximately 86.1%[11] Business Operations - The company’s primary business operations include interior renovation services in Singapore and the sale and distribution of soft drink products in China[13] - The company has expanded its business operations to China for the sale and distribution of soft drink products, establishing a new reporting segment[31] - The company completed a business acquisition during the period, which contributed SGD 855,000 to the total equity[10] - The company completed the acquisition of 51% of Wuhan Second Factory Beverage Co., Ltd. on January 5, 2024, for a total consideration of approximately SGD 4,753,000[76] - The identifiable net assets acquired from Wuhan Second Factory amounted to SGD 1,745,000, with goodwill recognized at SGD 3,863,000[76] - The acquisition of Wuhan No. 2 Plant resulted in a net cash inflow of 17,000 Singapore dollars[79] - For the period ending June 30, 2024, the contribution from Wuhan No. 2 Plant was a revenue of 0.8 million Singapore dollars and a loss of 0.6 million Singapore dollars[79] Accounting Policies - The company has adopted new accounting policies related to business combinations during the interim period[16] - Identifiable assets and liabilities acquired are recognized at fair value, excluding deferred tax assets or liabilities and employee benefit arrangements[17] - Goodwill is measured as the excess of the total consideration transferred over the net identifiable assets acquired and liabilities assumed[18] - Non-controlling interests are presented separately and are measured at fair value or proportionate share of identifiable net assets[20] - Contingent consideration is measured at fair value at the acquisition date and included as part of the consideration transferred[20] - The company will conduct annual impairment tests for goodwill or more frequently if indicators of impairment arise[20] - The accounting treatment for contingent consideration depends on its classification as equity or liability[20] Employee and Compensation - The total employee costs for the six months ended June 30, 2024, amounted to SGD 7,230,000, an increase of 14.8% from SGD 6,299,000 in the same period of 2023[50] - The total remuneration for executive directors increased to SGD 282,000 for the six months ended June 30, 2024, from SGD 155,000 for the same period in 2023[94] - The group currently employs 467 staff, an increase from 398 staff as of June 30, 2023[123] - The group has a competitive employee compensation policy, with regular reviews to attract and retain high-quality staff[123] Governance and Compliance - The audit committee, consisting of three independent non-executive directors, reviewed the unaudited condensed consolidated interim financial statements for the six months ending June 30, 2024, with no objections raised[139] - The company confirmed compliance with the corporate governance code during the entire period ending June 30, 2024[137] - The company has adopted a code of conduct for securities trading that meets or exceeds standard codes[134] Future Outlook - The company aims to achieve an annual growth rate of approximately 30% over the next three years, focusing on expanding its customer base to major enterprises[101] - The company anticipates that the acquisition of additional businesses will enhance future development and strengthen its revenue base[76]

Financial Performance - For the six months ended June 30, 2024, the company reported revenue of SGD 24,278,000, a decrease of 54.1% compared to SGD 52,918,000 for the same period in 2023[1] - Gross profit for the same period was SGD 5,521,000, down 7.7% from SGD 5,977,000 in 2023[1] - The company recorded a net profit of SGD 247,000 for the six months ended June 30, 2024, compared to SGD 2,210,000 in the previous year, representing a decline of 88.8%[1] - Total comprehensive income for the period was SGD 86,000, significantly lower than SGD 2,191,000 in the prior year[2] - Basic earnings per share for the period were SGD 0.009, compared to SGD 0.220 in the previous year[3] - The company reported a pre-tax profit of SGD 87 thousand for the six months ended June 30, 2024, compared to SGD 2,204 thousand for the same period in 2023[14] - The net profit for the six months ended June 30, 2024, was SGD 392,000, a decrease of 82.2% compared to SGD 2,204,000 for the same period in 2023[25] - The company reported a net profit attributable to owners of approximately SGD 87,000 for the six months ended June 30, 2024, down from approximately SGD 2.2 million for the same period in 2023[50] Revenue Breakdown - Revenue from soft drink products amounted to SGD 855 thousand for the six months ended June 30, 2024, compared to SGD 0 for the same period in 2023[12] - Contract revenue for the six months ended June 30, 2024, was SGD 23,423 thousand, down from SGD 52,918 thousand in 2023, indicating a decrease of about 56%[12] - As of June 30, 2024, the group's revenue from interior decoration services decreased by 55.8% to approximately SGD 23.4 million compared to SGD 52.9 million for the six months ended June 30, 2023[37] - The gross profit for the interior decoration segment fell by 11.7% to approximately SGD 5.3 million, down from SGD 6.0 million for the same period last year[37] - The gross profit margin for the beverage sales and distribution segment was 22.7% for the six months ended June 30, 2024, compared to 11.3% for the same period in 2023[39] Assets and Liabilities - The company's total assets as of June 30, 2024, were SGD 44,001,000, slightly down from SGD 44,223,000 as of December 31, 2023[4] - Current assets decreased to SGD 37,102,000 from SGD 42,973,000 at the end of 2023, primarily due to a reduction in contract assets[4] - The company's total liabilities decreased to SGD 30,699,000 from SGD 31,862,000, indicating a reduction in financial obligations[5] - Non-current assets included intangible assets of SGD 2,050,000 and goodwill of SGD 3,863,000[4] - Trade receivables increased to SGD 6,159,000 as of June 30, 2024, compared to SGD 4,111,000 as of December 31, 2023, reflecting a 50% increase[26] - The total amount of trade receivables net of expected credit loss was SGD 6,074,000, up from SGD 4,026,000 in the previous period[26] - Trade payables decreased to SGD 4.475 million as of June 30, 2024, from SGD 6.662 million as of December 31, 2023[34] - The total trade and other payables and accrued expenses amounted to SGD 21.865 million as of June 30, 2024, down from SGD 29.679 million as of December 31, 2023[34] Expenses - The company's administrative expenses for the six months ended June 30, 2024, were SGD 1,100 thousand, impacting overall profitability[14] - Total employee costs increased to SGD 7,230,000, up 14.8% from SGD 6,299,000 in the previous year[25] - Administrative expenses increased from approximately SGD 3.7 million for the six months ended June 30, 2023, to SGD 4.3 million for the same period in 2024, mainly due to the new soda business[47] - Financing costs increased to approximately SGD 293,000 for the six months ended June 30, 2024, from SGD 126,000 for the same period in 2023, primarily due to accrued interest on convertible bonds[48] Business Operations - The company continues to focus on its core business of providing interior design services in Singapore and distributing soft drink products in China[6] - The company has expanded its operations into China for the sale and distribution of soft drink products, establishing a new reporting segment[15] - The group has 11 ongoing projects with an estimated contract value of approximately SGD 19.2 million as of June 30, 2024[37] - Management anticipates achieving an annual growth rate of approximately 30% over the next three years in the beverage segment[39] - The group expects to generate tens of millions in revenue from a long-term agreement with Sinopec, with recognition anticipated in the second half of 2024[38] Corporate Governance and Future Outlook - The audit committee reviewed the unaudited condensed consolidated interim financial statements for the six months ended June 30, 2024, with no objections raised[65] - The group has adhered to the corporate governance code as of June 30, 2024[62] - There were no significant events to disclose after June 30, 2024, up to the announcement date[61] - The company did not declare or propose any dividends for the six months ended June 30, 2024, consistent with the previous year[24] - There were no significant investments or capital commitments planned for the future as of June 30, 2024[60] - The group did not engage in any purchase, sale, or redemption of its listed securities during the six months ended June 30, 2024[64] - The group expressed gratitude to shareholders for their support and acknowledged the contributions of all employees[67]

Shareholder and Governance - As of December 31, 2023, the company has a significant shareholder, Ultimate Global, holding 510,000,000 shares, representing 51% of the company's equity[10] - The board of directors has confirmed that there are no serious or systemic violations of relevant laws and regulations as of December 31, 2023[1] - There are no significant transactions or arrangements involving the company or its subsidiaries with directors or entities connected to directors as of December 31, 2023[16] - The group has a robust corporate governance framework, ensuring timely and transparent financial reporting to shareholders[57] - The board has adopted a diversity policy to enhance corporate governance and effectiveness, which is crucial for achieving strategic goals[105] Financial Performance - For the fiscal year ending December 31, 2023, the company reported revenue of SGD 91,181,000, a 37.1% increase from SGD 66,493,000 in the previous year[150] - The gross profit for the same period was SGD 11,495,000, reflecting a gross margin of 12.6%, up from 11.6% in the prior year[150] - The company achieved a net profit of SGD 1,403,000, compared to a net loss of SGD 1,363,000 in the previous year[150] - The overall revenue increased by approximately SGD 24.7 million or 37.1% to approximately SGD 91.2 million for the year ended December 31, 2023, driven by increased orders carried over from 2022 and new projects acquired in the first half of 2023[172] - The cost of sales rose by approximately SGD 20.9 million or 35.6% to approximately SGD 79.7 million for the year ended December 31, 2023, consistent with the revenue increase[173] - Gross profit for the year ended December 31, 2023, was approximately SGD 11.5 million, an increase of about 48.7% from SGD 7.7 million in 2022, with a gross margin improvement from 11.6% to 12.6%[174] - Administrative expenses for the year ended December 31, 2023, were approximately SGD 9.6 million, up from SGD 8.7 million in 2022, primarily due to increased employee costs[176] - Financing costs decreased to approximately SGD 176,000 for the year ended December 31, 2023, down from SGD 536,000 in 2022, due to reduced interest expenses[177] - The group reported a profit attributable to owners of approximately SGD 1.4 million for the year ended December 31, 2023, a turnaround from a loss of approximately SGD 1.4 million in 2022[179] Dividend Policy - The company does not recommend the payment of a final dividend for the year ended December 31, 2023, consistent with the previous year where no dividend was paid[27] - The board will consider the group's actual and expected financial performance when deciding on dividend payments[56] - The board does not recommend a final dividend for the year ended December 31, 2023, consistent with the previous year[180] Environmental, Social, and Governance (ESG) Initiatives - The company has identified and assessed environmental, social, and governance (ESG) risks and opportunities, establishing relevant risk management and internal control systems[32] - The company has conducted a materiality assessment involving feedback from employees and key stakeholders regarding ESG issues[37] - The company has complied with all mandatory disclosure requirements in its ESG report as per the guidelines of the Hong Kong Stock Exchange[35] - The group aims to maintain green operations and has implemented environmental measures to establish a sustainable business in the long term[41] - The group has established an Environmental, Social, and Governance (ESG) working group to identify risks and report on ESG performance to the board[64] - The group emphasizes the importance of stakeholder engagement and aims to maintain strong relationships through various communication platforms[68] - The group is committed to enhancing stakeholder awareness of responsible resource use to reduce potential environmental impacts[41] - The company aims to enhance energy efficiency and reduce greenhouse gas emissions as part of its commitment to sustainability[83] - The company has implemented a zero hazardous waste policy, ensuring strict compliance with environmental regulations[91] - The company is actively managing climate-related risks to ensure they remain within its risk appetite[104] Environmental Performance Metrics - The total emissions of air pollutants from vehicles in FY2023 compared to FY2022 will be disclosed, highlighting the company's commitment to environmental compliance[45] - Greenhouse gas emissions for FY2023 were significantly reduced, with nitrogen oxides (NOx) emissions at 1.339 tons compared to 3.288 tons in FY2022, representing a decrease of approximately 59.3%[89] - The total air pollutant emissions decreased from 3.630 tons in FY2022 to 1.419 tons in FY2023, a reduction of approximately 60.9%[89] - Total water consumption increased to 19,384 cubic meters in FY2023 from 11,347 cubic meters in FY2022, marking an increase of about 71.1%[77] - The intensity of water usage per million Singapore dollars in revenue increased to 212.59 cubic meters in FY2023 from 171.92 cubic meters in FY2022, reflecting a rise of about 23.6%[77] - Energy consumption in FY2023 included 756,687 kWh from diesel and 531,453 kWh from electricity, compared to 967,834 kWh and 484,956 kWh respectively in FY2022, indicating a decrease in diesel usage by approximately 21.8%[96] - The group has implemented measures to control and reduce dust emissions from construction sites and production facilities[71] - The group completed the acquisition of 51% of Wuhan Second Factory Beverage Co., Ltd. on January 5, 2024, enhancing its revenue base[166] Operational Developments - The company generated 77.0% of its revenue from owner/tenant projects, amounting to SGD 70,187,000, compared to 51.9% in the previous year[151] - The construction demand in Singapore is projected to reach between SGD 32 billion and SGD 38 billion in 2024, with the public sector contributing approximately 55%[146] - The total construction demand is expected to reach SGD 31 billion to SGD 38 billion annually from 2025 to 2028, with the public sector leading the demand[149] - The company is prepared to seize new business opportunities as the Singapore construction industry recovers[146] - The company has implemented measures to enhance awareness of energy conservation among employees, suppliers, and contractors[132] Cash and Debt Management - As of December 31, 2023, the group's total cash and bank balances were approximately SGD 17.0 million, compared to SGD 4.0 million as of December 31, 2022[155] - The group's debt-to-equity ratio as of December 31, 2023, was approximately 16.2%, a significant decrease from 67.8% in 2022[157] - The group had a performance guarantee of approximately SGD 10.5 million as of December 31, 2023, slightly down from SGD 10.7 million in 2022[189] - The company acquired property, plant, and equipment amounting to approximately SGD 54,000 for the year ended December 31, 2023, compared to SGD 115,000 in 2022[190]

Financial Performance - The group's total revenue increased from approximately SGD 66.5 million for the year ended December 31, 2022, to approximately SGD 91.2 million for the year ended December 31, 2023, representing a growth of about 37.1%[2] - Gross profit for the year ended December 31, 2023, was approximately SGD 11.5 million, up about 48.7% from approximately SGD 7.7 million in 2022, with a gross margin increase from 11.6% to 12.6%[4] - The company reported a net profit attributable to equity holders of SGD 1.403 million for 2023, compared to a loss of SGD 1.363 million in 2022, resulting in a basic earnings per share of SGD 0.14[28] - The company's revenue for the year ended December 31, 2023, was SGD 91,181,000, an increase from SGD 66,493,000 in 2022, representing a growth of approximately 37.1%[41] - The net profit attributable to equity holders for 2023 was SGD 1,403,000, a significant recovery from a loss of SGD 1,363,000 in 2022[46] - The company reported a profit of approximately SGD 1.4 million for the year ended December 31, 2023, a recovery from a loss of about SGD 1.4 million in 2022[101] Cost and Expenses - The cost of sales rose from approximately SGD 58.8 million in 2022 to approximately SGD 79.7 million in 2023, an increase of about 35.6%, consistent with revenue growth[3] - The company reported an increase in administrative expenses to SGD 6,000,000, impacting overall profitability[46] - Administrative expenses for the year ended December 31, 2023, were approximately SGD 9.6 million, up from SGD 8.7 million in 2022, primarily due to increased employee costs[87] - The total employee cost for the year ended December 31, 2023, was approximately SGD 15.1 million, up from SGD 12.7 million in 2022[111] Trade and Receivables - Trade receivables decreased from SGD 9.036 million in 2022 to SGD 4.111 million in 2023, with a significant reduction in overdue receivables over 90 days[8] - The group has maintained a credit period of up to 65 days for its customers, with a significant portion of trade receivables aged 0 to 30 days decreasing from SGD 6.344 million in 2022 to SGD 2.449 million in 2023[8] - The allowance for expected credit losses decreased from SGD 257,000 in 2022 to SGD 85,000 in 2023, reflecting improved credit quality of trade receivables[11] Dividends and Shareholder Returns - The company did not declare any dividends for the years ended December 31, 2023, and 2022[6] - There are no plans for dividend distribution following the reporting period[6] - The company does not recommend a final dividend for the year ended December 31, 2023, consistent with the previous year[102] Assets and Liabilities - Total liabilities increased to SGD 31,862,000 in 2023 from SGD 30,500,000 in 2022, reflecting ongoing investments in projects[47] - Trade payables decreased to SGD 6,662,000 in 2023 from SGD 8,048,000 in 2022, indicating improved cash flow management[35] - Cash and bank balances totaled approximately SGD 17.0 million as of December 31, 2023, compared to SGD 4.0 million at the end of 2022, indicating improved liquidity[90] - As of December 31, 2023, the company's debt-to-equity ratio was approximately 16.2%, a significant decrease from 67.8% in 2022[108] Business Operations and Market Outlook - The company operates primarily in Singapore, providing interior renovation services, and has a single operating segment without separate financial information for individual segments[56] - The company expects to capture new business opportunities as the construction industry in Singapore recovers, particularly from government land sales and residential developments[39] - The Building and Construction Authority (BCA) forecasts construction demand in Singapore to reach SGD 32 billion to SGD 38 billion in 2024, with the public sector contributing approximately 55%[39] Compliance and Governance - The company has complied with the corporate governance code throughout the year ended December 31, 2023[130] - The company has not early adopted any new international financial reporting standards that are issued but not yet effective, and it expects that the adoption of these standards will not have a significant impact on future financial statements[54] Acquisitions and Investments - The company completed a significant acquisition on January 5, 2024, involving the issuance of convertible notes and new shares[91] - The company has completed the acquisition of 51% of Wuhan Second Factory Beverage Co., Ltd. for HKD 25,500,000, with payment made through the issuance of convertible notes[116] - The company has no significant capital commitments as of December 31, 2023, reflecting a cautious approach to capital expenditure[94] - The company has no significant investments or future plans for capital assets as of December 31, 2023[111] Other Financial Information - Other income for the year ended December 31, 2023, was approximately SGD 0.1 million, a significant decrease from SGD 0.6 million in the previous year, primarily due to the cessation of government subsidies related to COVID-19[66] - The company's tax expense for the year ended December 31, 2023, was approximately SGD 2,000, mainly due to the net value of deferred tax assets recognized during the year[69] - The company has recognized a provision for onerous contracts amounting to SGD 528,000 due to anticipated increases in production costs[36] - The company has a profit guarantee for the target company, ensuring a post-tax profit of no less than HKD 5,000,000 per year for two full financial years following the completion date[116] - The company’s annual general meeting is scheduled for May 24, 2024[122]

Financial Performance - For the six months ended June 30, 2023, the company reported a net profit of approximately SGD 2.2 million, an increase of approximately SGD 2.5 million from a net loss of SGD 0.3 million for the same period in 2022[29]. - Total revenue for the six months ended June 30, 2023, was approximately SGD 52.9 million, a significant increase from SGD 30.7 million in the same period of 2022, representing a growth of about 72%[25]. - Gross profit for the same period was SGD 5,977 thousand, up 87.0% from SGD 3,194 thousand year-on-year[97]. - The net profit attributable to equity holders for the six months ended June 30, 2023, was SGD 2,204 thousand, compared to a loss of SGD 296 thousand in the previous year[97]. - The company's revenue increased by 72.4% to approximately SGD 52.9 million for the six months ended June 30, 2023, compared to approximately SGD 30.7 million for the same period in 2022[167]. - The gross profit for the six months ended June 30, 2023, was approximately SGD 5,977,000, up 87.1% from SGD 3,194,000 in the same period of 2022, with a gross margin increase from 10.4% to 11.3%[197]. Revenue Sources - The company’s revenue primarily comes from three main activities: owners/tenants of commercial and light industrial properties, construction contractors, and professional consultants providing interior renovation services[53]. - The number of projects contributing to revenue from owners/tenants was 23, generating SGD 36.5 million, which accounted for 69.0% of total revenue[25]. - The company reported a total of 37 projects contributing to revenue for the six months ended June 30, 2023, compared to 42 projects in the same period of 2022[25]. Government Support and Grants - The company received government subsidies primarily for wage support programs during the COVID-19 pandemic, which provided immediate financial support without incurring future costs[1]. - The group reported a decrease in government grants to SGD 38,000 for the six months ended June 30, 2023, down from SGD 427,000 in the same period of 2022[123]. Assets and Liabilities - Total assets as of June 30, 2023, amounted to SGD 44,831 thousand, an increase from SGD 41,473 thousand as of December 31, 2022[99]. - The company’s total liabilities as of June 30, 2023, were SGD 31,667 thousand, compared to SGD 30,500 thousand at the end of 2022[99]. - The company has accrued warranty liabilities of SGD 1.865 million as of June 30, 2023, compared to SGD 1.048 million as of December 31, 2022[17]. - Trade receivables as of June 30, 2023, amounted to SGD 8.704 million, a decrease of 3.7% from SGD 9.036 million as of December 31, 2022[9]. Cash Flow and Financing - The net cash generated from operating activities for the six months ended June 30, 2023, was SGD 7,303,000, compared to SGD 943,000 for the same period in 2022, representing a significant increase[93]. - The cash and cash equivalents at the end of the period were SGD 6,217,000, down from SGD 8,498,000 in the previous year[93]. - The financing activities net cash outflow was SGD 5,103,000, compared to SGD 2,983,000 in the previous year, indicating increased financing costs[93]. - The company had access to committed bank financing totaling approximately SGD 27.0 million as of June 30, 2023, with SGD 5.0 million of that amount already utilized[31]. - The average fixed annual interest rate for outstanding term loans as of June 30, 2023, was 2.25%[31]. Operational Efficiency - The company’s total cash flow from operating activities showed a positive trend, indicating improved operational efficiency and cash management[93]. - The company’s financial performance reflects a recovery trajectory post-pandemic, with a focus on enhancing operational capabilities and market presence[93]. Employee and Management Costs - The company reported executive director remuneration of SGD 155,000 for the six months ended June 30, 2023, down from SGD 266,000 in the same period of 2022[19]. - The group’s total employee costs for the six months ended June 30, 2023, amounted to SGD 6,299,000, an increase from SGD 5,834,000 in the same period of 2022[135]. Compliance and Governance - The company has adopted a code of ethics and securities trading guidelines that comply with the standard code, ensuring all directors adhered to these regulations during the reporting period[58]. - The company continues to comply with the International Financial Reporting Standards, with no significant impact on its financial statements from new standards adopted[71]. Future Outlook and Challenges - The company anticipates challenges in the Singapore construction industry due to a reduction in the foreign worker ratio from 1:7 to 1:5 starting January 1, 2024[195]. - The company is focused on expanding its operations in Singapore, particularly in the interior decoration services sector[106].

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，並明確表示概不就因本公告全部或任何部分內容而產生或因依賴該等內容而引致的任何損失 承擔任何責任。 Raffles Interior Limited （於開曼群島註冊成立的有限公司） （股份代號：1376） 截至2023年6月30日止六個月之 中期業績公告 Raffles Interior Limited（「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2023年6月30日止六個月的未經審核綜合中期業績連同2022年同期的 比較數字如下： 中期簡明綜合損益及其他全面收益表 截至2023年6月30日止六個月 截至6月30日止六個月 2023年 2022年 附註 （未經審核）（未經審核） 千新加坡元 千新加坡元 收益 4 52,918 30,696 銷售成本 (46,941) (27,502) 毛利 5,977 3,194 其他收入 63 494 ...

Financial Performance - For the fiscal year ended December 31, 2022, the company's revenue decreased by 16.4% to approximately SGD 66.5 million from SGD 79.6 million in 2021[10]. - The company's gross profit increased by 21.0% to approximately SGD 7.7 million, resulting in a gross margin of 11.6%, up from 8.0% in the previous year[14]. - The net loss for the year was SGD 1.4 million, an increase of 21.9% from a net loss of SGD 1.1 million in 2021, primarily due to one-time legal and professional fees of approximately SGD 1.9 million related to the resumption of operations[10]. - The group's total revenue decreased from approximately SGD 79.6 million for the year ended December 31, 2021, to approximately SGD 66.5 million for the year ended December 31, 2022, representing a decline of about SGD 13.1 million or 16.4%[16]. - The cost of sales decreased from approximately SGD 73.2 million for the year ended December 31, 2021, to approximately SGD 58.8 million for the year ended December 31, 2022, a reduction of about SGD 14.4 million or 19.7%[18]. - Other income decreased to approximately SGD 0.6 million for the year ended December 31, 2022, from approximately SGD 1.5 million for the year ended December 31, 2021, primarily due to the absence of government subsidies related to COVID-19[20]. - Administrative expenses increased to approximately SGD 8.7 million for the year ended December 31, 2022, compared to approximately SGD 8.1 million for the year ended December 31, 2021[21]. - Financing costs rose to approximately SGD 536,000 for the year ended December 31, 2022, from SGD 409,000 for the year ended December 31, 2021, due to increased bank fees and interest expenses[22]. - The net loss attributable to owners increased to approximately SGD 1.4 million for the year ended December 31, 2022, from approximately SGD 1.1 million for the year ended December 31, 2021[24]. - As of December 31, 2022, the group had cash and bank balances totaling approximately SGD 4.0 million, down from approximately SGD 10.7 million as of December 31, 2021[27]. Business Outlook - The Building and Construction Authority of Singapore forecasts construction demand to reach between SGD 27 billion and SGD 32 billion in 2023, with private sector demand expected to be between SGD 11 billion and SGD 13 billion[8]. - The company is well-positioned to seize new business opportunities as the Singapore construction industry recovers, with a projected annual construction demand of SGD 25 billion to SGD 32 billion from 2024 to 2027[11]. - The company anticipates that business will begin to recover in 2023 to 2024, despite project delays due to market uncertainties[11]. - The gross profit margin improved significantly due to lower project values obtained in the first half of 2022, allowing for higher profit margins as projects could be completed internally[10]. - The company expressed confidence in overcoming challenges posed by global supply chain disruptions and inflation due to the ongoing COVID-19 pandemic and the Russia-Ukraine conflict[11]. Corporate Governance - The company reported a commitment to high standards of corporate governance, ensuring shareholder interests and enhancing corporate value[65]. - The board of directors consists of a balanced mix of executive and independent non-executive directors, ensuring effective independent judgment[72]. - The company has adhered to the corporate governance code throughout the fiscal year ending December 31, 2022, with no violations reported[70]. - The board held regular meetings, with attendance rates for directors being high, indicating active participation in governance[75]. - The company aims to provide satisfactory and sustainable returns to shareholders while maintaining high-quality products and services[68]. - The company has established a corporate governance framework based on the principles outlined in the corporate governance code[66]. - The company has implemented policies and procedures to enhance the board's ability to oversee business conduct and affairs[65]. - The company has confirmed the independence of all independent non-executive directors, complying with listing rules[78]. - The company has a clear separation of roles between the chairman and the CEO, ensuring effective governance[76]. - The company has a strong focus on ethical business standards, which it believes will benefit shareholders and the community in the long term[65]. - The board of directors has established an independence assessment mechanism to ensure effective independent judgment and enhance shareholder interests[79]. - All directors completed their independence assessments for the year ended December 31, 2022, with satisfactory results reported[80]. - The company has three board committees: Audit Committee, Remuneration Committee, and Nomination Committee, each with clearly defined powers and responsibilities[91]. - The Audit Committee, composed of four independent non-executive directors, held nine meetings in the year ended December 31, 2022, focusing on financial reporting and internal control systems[93]. - The Audit Committee's main responsibilities include reviewing financial data, risk management, and internal audit effectiveness[93]. - Directors are encouraged to participate in relevant training courses, with costs covered by the company, to ensure ongoing professional development[89]. - The company provides reading materials on compliance and legal updates to directors for their reference and learning[89]. - Independent non-executive directors are responsible for ensuring high standards of regulatory reporting and providing independent judgment on corporate actions[84]. - The company has arranged appropriate insurance coverage for directors and senior management against legal actions arising from corporate activities, reviewed annually[85]. - The board will conduct an annual review of its independence assessment, with results discussed collectively[79]. Shareholder Matters - The company has adopted a dividend policy with a payout ratio expected to be no less than 35% of retained earnings prior to declaration[139]. - The company did not declare or pay any interim dividends for the year ended December 31, 2022, and does not recommend a final dividend for the same period, compared to zero in 2021[193][194]. - The company has established a communication policy to ensure shareholder and stakeholder concerns are adequately addressed[138]. - The company ensures shareholder rights are protected by proposing resolutions for independent matters at the annual general meeting, with voting results published post-meeting[128]. - Shareholders holding at least 10% of the paid-up capital can request the board to convene a special general meeting within two months of the request[129]. Management and Leadership - The company has appointed Mr. Huang as CFO, who has over 29 years of experience in finance, accounting, and corporate governance across the US, Singapore, and China[51]. - Mr. Chen, an independent non-executive director, has extensive experience in corporate finance and has been involved in significant corporate transactions in Asia, including IPOs and mergers[52][55]. - Ms. Zhang, the group's CFO, has over 20 years of experience in accounting and auditing, previously holding senior financial positions in publicly listed companies in Singapore[60]. - The company is focused on enhancing its internal control systems and financial reporting processes under the leadership of its experienced management team[60]. - The management team is committed to expanding the company's market presence and exploring new business opportunities in the Asia-Pacific region[52][56]. - The company is leveraging its leadership's extensive network in the financial and legal sectors to drive growth and innovation[53][56]. Risk Management - The company aims to maintain a robust risk management and internal control system to safeguard shareholder interests and assets, with the board responsible for annual reviews of its effectiveness[114]. - The company has established a risk management policy that includes quarterly assessments of major risks and the development of mitigation plans[116]. Social Responsibility - The company is actively involved in public service and charitable activities, reflecting its commitment to corporate social responsibility[57]. - The company reported a total revenue of HKD 13,632 for charitable donations in the fiscal year ending December 31, 2022[153].