Financial Performance - Revenue for the six months ended June 30, 2024, was SGD 31,459,000, a decrease of 32.1% compared to SGD 46,345,000 for the same period in 2023[1]. - Gross profit for the same period was SGD 9,180,000, down 28.3% from SGD 12,809,000 in 2023[1]. - Net profit for the period was SGD 239,000, representing a decline of 67.4% from SGD 733,000 in the previous year[1]. - Earnings per share attributable to shareholders was SGD 0.01, a decrease of 66.7% compared to SGD 0.03 in 2023[1]. - Total comprehensive income for the period was SGD 1,111,000, slightly up from SGD 1,015,000 in the previous year[3]. - The group reported a net profit of SGD 1,061 thousand for the six months ended June 30, 2023, reflecting a significant performance improvement[16]. - The group reported a pre-tax profit of SGD 253,000 for the six months ended June 30, 2024, compared to SGD 656,000 for the same period in 2023, reflecting a decline of approximately 61.5%[26]. - The group’s profit decreased by approximately 67.4% from about SGD 0.7 million for the six months ended June 30, 2023, to about SGD 0.2 million for the six months ending June 30, 2024[47]. Assets and Liabilities - Non-current assets increased to SGD 15,369,000 as of June 30, 2024, compared to SGD 14,873,000 as of December 31, 2023[5]. - Current assets decreased to SGD 71,539,000 from SGD 72,044,000 at the end of 2023[5]. - Total liabilities increased to SGD 19,897,000 from SGD 18,843,000 at the end of 2023[5]. - The group's total assets amounted to SGD 86,917 thousand as of December 31, 2023, with liabilities totaling SGD 30,367 thousand[17]. - Total liabilities, including accrued expenses and other payables, amounted to SGD 7.634 million as of June 30, 2024, compared to SGD 6.185 million as of December 31, 2023[36]. - The group reported a decrease in trade payables from SGD 2.845 million as of December 31, 2023, to SGD 2.528 million as of June 30, 2024[35]. Cash Flow and Financing - Cash and cash equivalents increased to SGD 34,943,000 from SGD 28,350,000 at the end of 2023[5]. - The group held cash and cash equivalents totaling approximately SGD 34.9 million as of June 30, 2024, compared to about SGD 28.4 million as of December 31, 2023[48]. - The group’s cash and bank balances (excluding fixed deposits) increased to SGD 32.537 million as of June 30, 2024, from SGD 15.875 million as of December 31, 2023[33]. - The average borrowing rate for the group’s lease liabilities ranged from 5.25% to 7.00% as of June 30, 2024, unchanged from the previous year[28]. - The group had unutilized bank financing of approximately SGD 2.8 million as of June 30, 2024, compared to SGD 2.2 million as of December 31, 2023[56]. Revenue Segments - The interior design segment generated revenue of SGD 2,510 thousand, while the furniture sales segment in Singapore contributed SGD 12,994 thousand[16]. - The group’s service income from interior design for the six months ended June 30, 2024, was SGD 1,476,000, compared to SGD 2,490,000 in 2023, reflecting a decrease of approximately 40.7%[20][22]. - The group’s total sales of furniture in the U.S. for the six months ended June 30, 2024, amounted to SGD 22,031,000, compared to SGD 30,999,000 in 2023, indicating a decline of about 29.1%[20][22]. - The U.S. furniture sales segment's revenue decreased from approximately SGD 31.0 million for the six months ended June 30, 2023, to about SGD 22.0 million for the same period in 2024[41]. - The furniture sales revenue decreased by approximately 38.1% from about SGD 12.9 million for the six months ended June 30, 2023, to about SGD 8.0 million for the six months ending June 30, 2024[42]. - The interior design segment's revenue fell by 40.7% from approximately SGD 2.5 million for the six months ended June 30, 2023, to about SGD 1.5 million for the six months ending June 30, 2024[43]. Employee and Operational Metrics - As of June 30, 2024, the group had 112 full-time employees, a decrease from 130 employees as of June 30, 2023[54]. - Employee costs amounted to approximately SGD 3.7 million for the period, down from SGD 4.4 million in the previous year[54]. Corporate Governance and Compliance - The company has adopted corporate governance principles and has complied with applicable rules, except for a specific guideline regarding the separation of roles between the Chairman and CEO[60]. - The audit committee consists of five members, including independent non-executive directors, ensuring compliance with listing rules[64]. - The interim results announcement will be published on the stock exchange and the company's website, with the interim report to be sent to shareholders in due course[65]. Market Outlook and Strategy - The group aims to capture a larger market share in the luxury market with the opening of the new "Fendi Casa" showroom in July 2024[45]. - The interior design segment is expected to contribute positively to the group in the second half of the 2024 fiscal year due to existing projects and a loyal customer base[46]. Risks and Challenges - The group faced financial risks including credit risk, foreign exchange risk, liquidity risk, and capital risk, with no changes to its financial risk management policy since the fiscal year ending December 31, 2023[12]. - The company continues to face challenges due to high interest rates and reduced disposable income affecting consumer spending on non-essential items like furniture[40].

Financial Performance - Total revenue for the fiscal year 2023 was approximately SGD 89.5 million, a decrease of about 7.3% compared to SGD 96.5 million in fiscal year 2022[8]. - Net profit decreased by approximately 24.8% from SGD 5.2 million in fiscal year 2022 to about SGD 3.9 million in fiscal year 2023[8]. - The furniture sales division recorded revenue of approximately SGD 56.4 million, accounting for about 63.0% of total group revenue, a decrease of approximately 11.6% from the previous year[8]. - The interior design division achieved revenue of approximately SGD 8.6 million, an increase of about 24.3% due to strong sales in real estate projects[9]. - The company's gross profit margin improved from approximately 29.9% in the fiscal year 2022 to 30.8% in the fiscal year 2023[81]. - Gross profit was approximately SGD 27.6 million for the year ended December 31, 2023, a decrease of about 4.3% from SGD 28.9 million in 2022[83]. - The group’s profit for the year decreased by approximately 24.8% to about SGD 3.9 million for the year ended December 31, 2023, down from SGD 5.2 million in 2022[99]. - The revenue for the US furniture sales segment was approximately SGD 56.4 million for the year ended December 31, 2023, a decrease of about 11.6% compared to SGD 63.8 million in 2022, accounting for approximately 63.0% of the group's total revenue[82]. Cash and Inventory Management - The inventory reduced from approximately SGD 43.5 million in fiscal year 2022 to about SGD 33.2 million in fiscal year 2023, while cash increased from SGD 20.9 million to SGD 28.4 million[8]. - Cash reserves increased from approximately SGD 20.9 million in the fiscal year 2022 to about SGD 28.4 million in the fiscal year 2023[83]. - The company's current assets totaled approximately SGD 72.0 million, down from SGD 77.3 million in 2022, while current liabilities decreased to approximately SGD 18.8 million from SGD 25.2 million[100]. - The current ratio improved to approximately 3.8 as of December 31, 2023, compared to 3.1 in 2022[100]. Corporate Governance - The board consists of eight members, including three executive directors, two non-executive directors, and three independent non-executive directors[23]. - The company has adopted a standard code of conduct for securities transactions as per the listing rules, ensuring compliance by all directors[19]. - The board is responsible for guiding and monitoring the company's affairs, ensuring effective internal controls and risk management systems[31]. - The company will appoint a new independent non-executive director, Huang Qunshun, effective April 2, 2024, to meet compliance requirements[17]. - All independent non-executive directors have confirmed their independence in accordance with the listing rules[28]. - The company provides appropriate insurance coverage for directors and senior management against legal claims arising from business activities[32]. - The board proposed a final dividend of HKD 0.38 per ordinary share for the year ended December 31, 2023, consistent with the previous year[122]. Employee and Board Diversity - As of December 31, 2023, the board consists of 25% female members, with a goal to maintain this level and ultimately achieve gender equality[48]. - The company has 123 full-time employees as of December 31, 2023, with a gender distribution of 51 males and 72 females[49]. - The company is committed to maintaining gender diversity and equality across its workforce and ensuring career development opportunities for all employees[49]. - The company has established a board diversity policy aimed at enhancing operational performance and quality[46]. Risk Management and Compliance - The Audit Committee held two meetings during the reporting period to review interim and annual financial performance and significant financial reporting matters[38]. - The board regularly monitors economic, policy, social, and market conditions in countries where the company operates, including the US, Singapore, and Malaysia[57]. - The company has implemented strict quality control policies to mitigate operational risks, including surprise inspections of suppliers and monitoring logistics performance[57]. - The board has confirmed the effectiveness of the risk management and internal control systems, which are designed to manage rather than eliminate risks[59]. - The company has engaged external professional firms to provide independent reviews of its risk management and internal control systems[59]. Strategic Initiatives and Future Outlook - The company plans to continue focusing on nurturing new brands and products in the furniture sales division and expanding its offerings[9]. - A distribution agreement with the renowned furniture brand Fendi Casa has been successfully established, with a new showroom set to open in the second quarter of fiscal year 2024[9]. - The company is focused on enhancing digital marketing strategies, aiming for a J% increase in online sales channels[133]. - The management team emphasized a commitment to sustainability, with plans to reduce carbon footprint by I% by 2025[133]. Shareholder Information - The company reported a final dividend of HKD 0.38 per ordinary share for the year ended December 31, 2023, consistent with the previous year[163]. - There were no arrangements for shareholders to waive or agree to waive any dividends during the year ended December 31, 2023[164]. - The largest customer accounted for approximately 26.8% of the group's revenue, while the top five customers collectively represented about 64.3% of total revenue[178]. - The company has no significant capital commitments or contingent liabilities as of December 31, 2023[106][107].

Financial Performance - Total revenue for the year ended December 31, 2023, was SGD 89.506 million, a decrease of 7.3% compared to SGD 96.525 million in 2022[3] - Gross profit for the same period was SGD 27.611 million, down 4.3% from SGD 28.864 million in 2022[3] - Net profit for the year was SGD 3.882 million, representing a decline of 24.8% from SGD 5.161 million in the previous year[3] - Earnings per share attributable to shareholders decreased by 39.1% to 0.14 cents from 0.23 cents in 2022[3] - The company reported a total comprehensive income of SGD 3.300 million for the year, down from SGD 5.054 million in 2022[4] - The pre-tax profit for the group was SGD 2,892,000 for the year ended December 31, 2023, down from SGD 4,543,000 in 2022, representing a decline of approximately 36.4%[31] - Profit for the year decreased by approximately 24.8% from SGD 5.2 million for the year ended December 31, 2022, to approximately SGD 3.9 million for the year ended December 31, 2023[68] Revenue Breakdown - The segment revenue for the "Interior Design" business was SGD 8.585 million, up from SGD 6.906 million, reflecting an increase of approximately 24.4%[17][18] - The "Furniture Sales" segment generated revenue of SGD 24.520 million, down from SGD 25.817 million, indicating a decrease of about 5%[17][18] - The "US Furniture Sales" segment reported revenue of SGD 56.401 million, a decrease from SGD 63.802 million, representing a decline of approximately 11.6%[17][18] - The revenue from the US furniture sales segment was approximately SGD 56.4 million, down about 11.6% from SGD 63.8 million in 2022, accounting for approximately 63.0% of the group's total revenue[50] - The furniture sales segment generated revenue of approximately SGD 24.5 million, a decrease from SGD 25.8 million in 2022, primarily due to reduced income from the "OM" brand[53] - The revenue from special projects in the furniture sales segment increased from approximately SGD 5.5 million in 2022 to approximately SGD 9.6 million in 2023, driven by the successful completion of several large projects[54] - The interior design segment's revenue increased from approximately SGD 6.9 million in 2022 to approximately SGD 8.6 million in 2023, attributed to an increase in the number of projects secured in Singapore and overseas[55] Assets and Liabilities - Total assets as of December 31, 2023, amounted to SGD 72.044 million, down from SGD 77.264 million in 2022[5] - Current liabilities decreased to SGD 18.843 million from SGD 25.195 million in 2022, indicating improved liquidity[5] - Cash and cash equivalents increased to SGD 28.350 million from SGD 20.874 million in the previous year, reflecting a stronger cash position[5] - Non-current assets totaled SGD 14.873 million, a decrease from SGD 16.389 million in 2022[5] - Total segment assets as of December 31, 2023, amounted to SGD 86.917 million, compared to SGD 93.653 million in the previous year, a decrease of about 7.2%[17][18] - Total segment liabilities increased to SGD 30.367 million from SGD 38.517 million, a decrease of approximately 21.2%[17][18] Expenses - Sales and distribution expenses rose by approximately SGD 1.3 million or 10.3% to approximately SGD 13.8 million in 2023, primarily due to increased warehouse rental costs[62] - Administrative expenses decreased by approximately SGD 0.1 million or 0.7% from SGD 9.6 million for the year ended December 31, 2022, to approximately SGD 9.5 million for the year ended December 31, 2023[63] - Employee costs, including directors' remuneration, were approximately SGD 8.7 million for the year ended December 31, 2023, down from SGD 9.3 million for the year ended December 31, 2022[78] Dividends - The board recommended a final dividend of 0.38 cents per ordinary share for the year ended December 31, 2023, unchanged from 2022[30] - The group proposed a final dividend of HKD 0.38 per share for the year ending December 31, 2022, which was approved by shareholders in June 2023[48] - The board proposed a final dividend of HKD 0.38 per ordinary share for the year ended December 31, 2023, consistent with the previous year[83] - The company plans to distribute a final dividend from the share premium account without affecting the capital or share value[85] Corporate Governance - The board is committed to maintaining high standards of corporate governance to protect shareholder interests and enhance corporate value[91] - The company has established a corporate governance framework and policies in accordance with the Listing Rules[92] - The board believes that the dual role of the chairman and CEO is in the best interest of the group, despite the corporate governance code's recommendation[93] - Following the resignation of Mr. Wee Kang Keng on January 3, 2024, the board currently has only two independent non-executive directors, which does not meet the minimum requirements of the Listing Rules[96] - The company is currently working to appoint suitable candidates to fill the vacancies on the board as required by the Listing Rules[96] Future Outlook - The group plans to exit the mass market segment under the "OM" brand due to its underperformance and will continue to focus on the luxury market and expand its product range in the fiscal year ending December 31, 2024[53][58] - The group anticipates that the interior design segment will make a positive contribution in the fiscal year 2024, supported by a strong project pipeline and loyal customer base[59] - The group will manage its business cautiously in the fiscal year 2024 in response to potential global economic slowdowns and geopolitical tensions affecting consumer sentiment[57] Other Information - The annual general meeting of the company is scheduled for June 20, 2024[98] - The company's share register will be temporarily closed from June 17, 2024, to June 20, 2024, for shareholders to attend the annual general meeting and vote[100] - The share register will also be temporarily closed from June 27, 2024, to June 28, 2024, to determine the entitlement to the proposed final dividend, pending shareholder approval[101] - The audit committee consists of five members as of December 31, 2023, with Lin Wenzheng serving as the chairman[102] - The audit committee has reviewed the company's annual performance for the year ending December 31, 2023[103] - The company's auditor, Ernst & Young, has agreed that the financial data in the preliminary announcement is consistent with the group's financial statements for the year[105] - The annual report for the year ending December 31, 2023, will be sent to shareholders as needed and will be available on the company's website[106] - The chairman and executive director of the company is Ruan Youren[107] - The board of directors includes both executive and non-executive members, ensuring a diverse governance structure[108]

[Company Information](index=3&type=section&id=Company%20Information) This section provides fundamental details of Design Metropolis Limited, covering its board, committees, key personnel, registered office, and auditors - The Board of Directors includes executive, non-executive, and independent non-executive directors, with Mr. Ruan Youren serving as Chairman and CEO[3](index=3&type=chunk) - The company has an Audit Committee, Remuneration Committee, and Nomination Committee, all with independent non-executive director participation[3](index=3&type=chunk) - The company's registered office is in the Cayman Islands, with its principal place of business and headquarters in Singapore, and a principal place of business in Hong Kong[3](index=3&type=chunk)[4](index=4&type=chunk) - The auditor is Ernst & Young LLP, Singapore[3](index=3&type=chunk) [Management Discussion and Analysis](index=4&type=section&id=Management%20Discussion%20and%20Analysis) This section reviews the Group's business performance, financial condition, and outlook for the six months ended June 30, 2023, noting revenue growth but a significant decline in profit before tax due to margin compression and increased expenses Key Financial Data for H1 2023 | Metric | 2023年6月30日 (S$ thousand) | 2022年6月30日 (S$ thousand) | Change | | :--- | :--- | :--- | :--- | | Revenue | 46,300 | 44,700 | 3.7% Increase | | Profit Before Tax | 1,100 | 2,500 | (56.0%) Decrease | | Gross Margin | 27.6% | 29.5% | (1.9%) Decrease | | Profit for the Period | 700 | 1,900 | (60.9%) Decrease | [Business Review](index=4&type=section&id=Business%20Review) The Group's revenue for the six months ended June 30, 2023, increased by 3.7% to approximately S$46.3 million, but profit before tax significantly declined by 58.3% due to reduced gross margin in US furniture sales and higher selling expenses | Metric | 2023年6月30日 (S$ thousand) | 2022年6月30日 (S$ thousand) | Change | | :--- | :--- | :--- | :--- | | Revenue | 46,300 | 44,700 | 3.7% Increase | | Profit Before Tax | 1,100 | 2,500 | (56.0%) Decrease | - The decrease in profit before tax was primarily due to reduced gross margin in the US furniture sales segment and increased selling and distribution expenses[5](index=5&type=chunk) [US Furniture Sales](index=4&type=section&id=US%20Furniture%20Sales) US Furniture Sales revenue increased from S$30.6 million to S$31.0 million, but faced challenges from high interest rates and elevated inventory, leading to profit compression and reduced profitability | Metric | 2023年6月30日 (S$ thousand) | 2022年6月30日 (S$ thousand) | | :--- | :--- | :--- | | Revenue | 31,000 | 30,600 | - The segment faced challenges including exceptionally high interest rates and abnormally high post-pandemic inventory, resulting in profit compression and reduced profitability in H1 FY2023[5](index=5&type=chunk) [Furniture Sales](index=4&type=section&id=Furniture%20Sales) Furniture Sales revenue increased by 19.9% to S$12.9 million, driven by strong performance of 'Lifestorey' and 'Marquis' brands and successful European imports, though the 'OM' mass market segment faced slower demand and competition | Metric | 2023年6月30日 (S$ thousand) | 2022年6月30日 (S$ thousand) | Change | | :--- | :--- | :--- | :--- | | Revenue | 12,900 | 10,700 | 19.9% Increase | - The 'Lifestorey' and 'Marquis' brands performed well, benefiting from successful curation of European imported furniture brands[7](index=7&type=chunk) - The mass market segment under the 'OM' brand continued to be negatively impacted by slowing consumer demand and intense competition from e-commerce retailers[7](index=7&type=chunk) [Interior Design](index=4&type=section&id=Interior%20Design) Interior Design revenue decreased by 25.2% to S$2.5 million, primarily due to fewer projects in Singapore and Malaysia and the disposal of subsidiary Nobel Design Sdn Bhd | Metric | 2023年6月30日 (S$ thousand) | 2022年6月30日 (S$ thousand) | Change | | :--- | :--- | :--- | :--- | | Revenue | 2,500 | 3,300 | (25.2%) Decrease | - The decrease in revenue was mainly attributable to fewer projects in Singapore and Malaysia and the disposal of a subsidiary, Nobel Design Sdn Bhd[8](index=8&type=chunk) [Outlook](index=5&type=section&id=Outlook) Management anticipates challenges in the US market in H2 2023, focusing on inventory management and luxury market expansion, with the interior design business expected to contribute positively [US Furniture Sales Outlook](index=5&type=section&id=US%20Furniture%20Sales%20Outlook) The US market is expected to face challenges in H2 2023, including inflation, rising interest rates, recession risks, and geopolitical tensions, with a focus on inventory reduction potentially impacting gross margin and financial performance - The US market is expected to face challenges in H2 FY2023, with rising inflation, increasing interest rates, heightened recession risks, and geopolitical tensions between the US and China impacting consumer sentiment and demand[11](index=11&type=chunk) - The Group will continue to focus on reducing inventory in this segment, which may negatively impact its gross margin and financial performance in H2 FY2023[11](index=11&type=chunk) [Furniture Sales Outlook](index=5&type=section&id=Furniture%20Sales%20Outlook) Despite global economic slowdown, the Group will continue to nurture new brands and products, evaluate mass market performance, and plans to expand showrooms in FY2024 to gain greater market share in the luxury segment - The Group will continue to focus on nurturing new brands and products, and evaluating the performance of the mass market segment[12](index=12&type=chunk) - The Group will continue to focus on the luxury market and expand its product range in H2 FY2023[12](index=12&type=chunk) - Discussions are underway with a renowned fashion furniture brand, with plans to expand showrooms in FY2024 to gain greater market share if successful[12](index=12&type=chunk) [Interior Design Outlook](index=5&type=section&id=Interior%20Design%20Outlook) The Interior Design segment is expected to contribute positively to the Group in H2 2023, leveraging existing projects, a loyal customer base, and design strengths, focusing on developer show units and residential projects for high-net-worth individuals - This business segment is expected to make a positive contribution to the Group in H2 FY2023, leveraging existing projects and a loyal customer base[13](index=13&type=chunk) - The interior design team will focus not only on designing new show units for developers but also on residential projects for high-net-worth individuals[13](index=13&type=chunk) [Financial Review](index=5&type=section&id=Financial%20Review) The Group's revenue grew 3.7% to S$46.3 million, but gross margin fell to 27.6%, and profit for the period decreased by 60.9% to S$0.7 million; liquidity is strong, no interim dividend was declared, and listing proceeds are fully utilized [Overall Financial Review](index=5&type=section&id=Overall%20Financial%20Review) The Group's revenue grew 3.7% to S$46.3 million, but gross margin decreased from 29.5% to 27.6%, and profit for the period fell 60.9% to S$0.7 million, mainly due to reduced profitability in US furniture sales and higher selling expenses | Metric | 2023年6月30日 (S$ thousand) | 2022年6月30日 (S$ thousand) | Change | | :--- | :--- | :--- | :--- | | Revenue | 46,300 | 44,700 | 3.7% Increase | | Gross Margin | 27.6% | 29.5% | (1.9%) Decrease | | Profit | 700 | 1,900 | (60.9%) Decrease | - The decrease in gross margin was primarily due to reduced profitability in the Group's US furniture sales segment[14](index=14&type=chunk) - The decrease in profit was mainly due to reduced profitability in the Group's US furniture sales segment and increased selling and distribution expenses[14](index=14&type=chunk) [Liquidity, Financial Resources, and Capital Structure](index=6&type=section&id=Liquidity%2C%20Financial%20Resources%2C%20and%20Capital%20Structure) As of June 30, 2023, the Group's total borrowings were S$47 thousand, with cash and cash equivalents totaling S$24.3 million; the current ratio was 3.2 and debt-to-equity ratio was 0.1%, with the Board deeming working capital sufficient | Metric | 2023年6月30日 (S$ thousand) | 2022年12月31日 (S$ thousand) | | :--- | :--- | :--- | | Total Borrowings | 47 | 55 | | Total Cash and Cash Equivalents | 24,300 | 20,900 | | Total Current Assets | 75,600 | 77,300 | | Total Current Liabilities | 23,800 | 25,200 | | Current Ratio | 3.2 | 3.1 | | Debt-to-Equity Ratio | 0.1% | 0.1% | - The Board believes the Group's working capital is sufficient to fund its operations and future development plans[18](index=18&type=chunk) [Foreign Currency Risk](index=7&type=section&id=Foreign%20Currency%20Risk) The Group's reporting currency is SGD, with sales in USD and SGD, and purchases in USD and EUR, making it susceptible to exchange rate fluctuations against SGD for USD, EUR, and HKD, with no hedging agreements currently in place - The Group is exposed to currency exchange rate fluctuations of USD, EUR, and HKD against SGD[25](index=25&type=chunk) - The Group has not entered into any agreements to hedge exchange rate risks related to any foreign currencies[25](index=25&type=chunk) [Employees and Remuneration Policy](index=7&type=section&id=Employees%20and%20Remuneration%20Policy) As of June 30, 2023, the Group had 130 full-time employees with staff costs of approximately S$4.4 million, offering competitive remuneration, participating in national pension schemes, and providing internal training programs | Metric | 2023年6月30日 | | :--- | :--- | | Number of Full-time Employees | 130 | | Staff Costs (S$ thousand) | 4,400 | - The Group provides employees with competitive salaries, allowances, and performance bonuses based on individual performance, contribution to the Group's performance, and relevant work experience[26](index=26&type=chunk) - The Group participates in Singapore's national pension scheme, contributing to the Central Provident Fund, and offers internal training programs[26](index=26&type=chunk) [Group Pledged Assets](index=7&type=section&id=Group%20Pledged%20Assets) As of June 30, 2023, the Group had unutilized bank facilities totaling S$4.8 million, with approximately S$2.5 million secured by debentures creating fixed and floating charges over all existing and future properties and assets of subsidiary Buylateral Group Pte. Ltd | Metric | 2023年6月30日 (S$ thousand) | 2022年12月31日 (S$ thousand) | | :--- | :--- | :--- | | Unutilized Bank Facilities | 4,800 | 5,400 | - Approximately **S$2.5 million** was secured by debentures creating fixed and floating charges over all existing and future properties and assets of subsidiary Buylateral Group Pte. Ltd[27](index=27&type=chunk) [Future Plans for Material Investments and Capital Assets](index=7&type=section&id=Future%20Plans%20for%20Material%20Investments%20and%20Capital%20Assets) As of June 30, 2023, the Group had no other future plans for material investments and capital assets - As of June 30, 2023, the Group had no other plans for material investments and capital assets[28](index=28&type=chunk) [Material Investments, Acquisitions, and Disposals](index=7&type=section&id=Material%20Investments%2C%20Acquisitions%2C%20and%20Disposals) For the period ended June 30, 2023, the Group had no material investments, acquisitions, or disposals of assets, subsidiaries, associates, or joint ventures - For the period ended June 30, 2023, the Group had no material investments, acquisitions, or disposals of assets, subsidiaries, associates, or joint ventures[29](index=29&type=chunk) [Interim Dividend](index=8&type=section&id=Interim%20Dividend) The Board resolved not to declare any interim dividend for the period ended June 30, 2023 - The Board resolved not to declare any interim dividend for the period ended June 30, 2023[31](index=31&type=chunk) [Use of Net Proceeds from Listing](index=8&type=section&id=Use%20of%20Net%20Proceeds%20from%20Listing) The Company's shares were listed on the HKEX on April 25, 2019, with net proceeds of HK$105.2 million (approximately S$18.2 million) fully utilized by December 31, 2022 - The net proceeds from the listing, totaling **HK$105.2 million** (approximately **S$18.2 million**), were fully utilized by December 31, 2022[32](index=32&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=8&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company%27s%20Listed%20Securities) For the period ended June 30, 2023, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities - For the period ended June 30, 2023, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[33](index=33&type=chunk) [Events After Reporting Period](index=8&type=section&id=Events%20After%20Reporting%20Period) No significant subsequent events occurred after the reporting period and up to the date of this report - No significant subsequent events occurred after the reporting period and up to the date of this report[34](index=34&type=chunk) [Financial Statements](index=9&type=section&id=Financial%20Statements) This section presents the interim condensed consolidated financial statements for the six months ended June 30, 2023, including statements of profit or loss, financial position, changes in equity, and cash flows [Interim Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=9&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the six months ended June 30, 2023, the Group reported revenue of S$46,345 thousand, gross profit of S$12,809 thousand, profit before tax of S$1,061 thousand, and profit for the period of S$733 thousand, with basic and diluted earnings per share attributable to owners of the Company at 0.03 cents Interim Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (For the six months ended June 30) | Metric | 2023年 (S$ thousand) | 2022年 (S$ thousand) | Change | | :--- | :--- | :--- | :--- | | Revenue | 46,345 | 44,698 | 3.7% Increase | | Cost of Sales | (33,536) | (31,498) | 6.5% Increase | | Gross Profit | 12,809 | 13,200 | (3.0%) Decrease | | Profit Before Tax | 1,061 | 2,545 | (58.3%) Decrease | | Profit for the Period | 733 | 1,873 | (60.9%) Decrease | | Earnings Per Share Attributable to Owners of the Company (cents) | 0.03 | 0.08 | (62.5%) Decrease | [Interim Condensed Consolidated Statement of Financial Position](index=11&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2023, the Group's total non-current assets were S$15,174 thousand, total current assets were S$75,610 thousand, total current liabilities were S$23,844 thousand, and net assets were S$54,845 thousand Interim Condensed Consolidated Statement of Financial Position (As at June 30) | Metric | 2023年 (S$ thousand) | 2022年 (S$ thousand) | Change | | :--- | :--- | :--- | :--- | | Total Non-current Assets | 15,174 | 16,389 | (7.4%) Decrease | | Total Current Assets | 75,610 | 77,264 | (2.1%) Decrease | | Inventories | 37,824 | 43,471 | (13.0%) Decrease | | Cash and Cash Equivalents | 24,292 | 20,874 | 16.4% Increase | | Total Current Liabilities | 23,844 | 25,195 | (5.4%) Decrease | | Net Assets | 54,845 | 55,136 | (0.5%) Decrease | [Interim Condensed Consolidated Statement of Changes in Equity](index=13&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) For the six months ended June 30, 2023, total equity attributable to owners of the Company was S$52,600 thousand, non-controlling interests were S$2,245 thousand, and total equity was S$54,845 thousand; total comprehensive income for the period was S$1,015 thousand, with dividends paid of S$1,306 thousand Interim Condensed Consolidated Statement of Changes in Equity (For the six months ended June 30) | Metric | 2023年6月30日 (S$ thousand) | 2022年1月1日 (S$ thousand) | | :--- | :--- | :--- | | Total Equity Attributable to Owners of the Company | 52,600 | 52,075 | | Non-controlling Interests | 2,245 | 2,855 | | Total Equity | 54,845 | 54,930 | | Total Comprehensive Income for the Period | 1,015 | 2,750 | | Dividends | (1,306) | (3,533) | [Interim Condensed Consolidated Statement of Cash Flows](index=15&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) For the six months ended June 30, 2023, net cash flow from operating activities was S$5,805 thousand, net cash used in investing activities was S$(2,170) thousand, net cash used in financing activities was S$(1,980) thousand, and cash and cash equivalents at period-end were S$14,668 thousand Interim Condensed Consolidated Statement of Cash Flows (For the six months ended June 30) | Metric | 2023年 (S$ thousand) | 2022年 (S$ thousand) | Change | | :--- | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | 5,805 | (10,086) | Switched from outflow to inflow | | Net Cash Flow (Used in)/from Investing Activities | (2,170) | 6,627 | Switched from inflow to outflow | | Net Cash Flow Used in Financing Activities | (1,980) | (2,159) | Outflow decreased | | Cash and Cash Equivalents at End of Period | 14,668 | 14,304 | 2.5% Increase | [Notes to the Interim Condensed Consolidated Financial Statements](index=17&type=section&id=Notes%20to%20the%20Interim%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed notes to the interim condensed consolidated financial statements, covering company information, accounting policies, judgments and estimates, financial risk management, segment information, revenue, profit before tax, income tax, dividends, earnings per share, balance sheet items, and cash flow notes, offering context and specific explanations for financial data [Company Information (Note 1)](index=17&type=section&id=Company%20Information%20%28Note%201%29) The Company was incorporated in the Cayman Islands on March 29, 2018, primarily engaged in interior design, furniture sales (including project sales), and US furniture sales - The Company is an investment holding company, with principal activities including interior design, furniture sales (including project sales), and US furniture sales[55](index=55&type=chunk) [Summary of Significant Accounting Policies (Note 2)](index=17&type=section&id=Summary%20of%20Significant%20Accounting%20Policies%20%28Note%202%29) The interim condensed consolidated financial statements are prepared in accordance with IAS 34, consistent with 2022 annual financial statements, with no material impact from newly adopted standards - The interim financial statements are prepared in accordance with International Accounting Standard 34 'Interim Financial Reporting'[56](index=56&type=chunk) - The accounting policies are consistent with those adopted in the 2022 annual consolidated financial statements, and newly adopted standards have no impact on the interim condensed consolidated financial statements[57](index=57&type=chunk)[58](index=58&type=chunk) [Significant Accounting Judgments and Estimates (Note 3)](index=17&type=section&id=Significant%20Accounting%20Judgments%20and%20Estimates%20%28Note%203%29) Preparing interim condensed consolidated financial statements requires management judgments, estimates, and assumptions, where uncertainties may lead to significant adjustments to the carrying amounts of affected assets or liabilities in future periods - The preparation of interim condensed consolidated financial statements requires management to make judgments, estimates, and assumptions, and these uncertainties may lead to significant adjustments to the carrying amounts of affected assets or liabilities in future periods[59](index=59&type=chunk) [Financial Risk Management (Note 4)](index=18&type=section&id=Financial%20Risk%20Management%20%28Note%204%29) The Group's activities expose it to credit, foreign exchange, liquidity, and capital risks, with no changes to its financial risk management policies since the financial year ended December 31, 2022 - The Group's activities expose it to credit risk, foreign exchange risk, liquidity risk, and capital risk[61](index=61&type=chunk) - There have been no changes to the Group's financial risk management policies since the financial year ended December 31, 2022[62](index=62&type=chunk) [Segment Information (Note 5)](index=18&type=section&id=Segment%20Information%20%28Note%205%29) The Group reports across four operating segments: Interior Design, Furniture Sales, US Furniture Sales, and Corporate; for the six months ended June 30, 2023, US Furniture Sales had the highest revenue but lower segment results, with primary operations in Singapore and the US - The Group has four reportable operating segments: Interior Design, Furniture Sales, US Furniture Sales, and Corporate[67](index=67&type=chunk) Segment Revenue (For the six months ended June 30, 2023) | Segment | Revenue (S$ thousand) | | :--- | :--- | | Interior Design | 2,490 | | Furniture Sales | 12,856 | | US Furniture Sales | 30,999 | | Corporate | – | | **Total** | **46,345** | Segment Results (For the six months ended June 30, 2023) | Segment | Results (S$ thousand) | | :--- | :--- | | Interior Design | 315 | | Furniture Sales | 1,613 | | US Furniture Sales | 41 | | Corporate | (908) | | **Total** | **1,061** | - The Group's operating segments operate in Singapore (Interior Design and Furniture Sales) and the United States (US Furniture Sales)[71](index=71&type=chunk)[72](index=72&type=chunk) [Revenue (Note 6)](index=21&type=section&id=Revenue%20%28Note%206%29) Revenue represents the net invoiced value of goods sold and services rendered after deducting provisions for returns and trade discounts; for the six months ended June 30, 2023, revenue from goods sold was S$43,855 thousand and service income was S$2,490 thousand, primarily from Singapore and US markets Disaggregated Revenue Information (For the six months ended June 30, 2023) | Type of Goods or Services | Revenue (S$ thousand) | | :--- | :--- | | Sale of goods | 43,855 | | Service income — Interior design | 2,490 | | **Total revenue from contracts with customers** | **46,345** | Revenue by Geographical Market (For the six months ended June 30, 2023) | Geographical Market | Revenue (S$ thousand) | | :--- | :--- | | Singapore | 15,346 | | United States | 30,999 | | **Total revenue from contracts with customers** | **46,345** | [Profit Before Tax (Note 7)](index=23&type=section&id=Profit%20Before%20Tax%20%28Note%207%29) The Group's profit before tax is stated after deducting or crediting various expenses, including cost of goods sold of S$32,302 thousand, cost of services provided of S$1,234 thousand, depreciation of S$452 thousand, amortization of right-of-use assets of S$1,625 thousand, and employee benefit expenses of S$4,434 thousand Key Deductions/Credits in Profit Before Tax (For the six months ended June 30) | Item | 2023年 (S$ thousand) | | :--- | :--- | | Cost of goods sold | 32,302 | | Cost of services provided | 1,234 | | Depreciation | 452 | | Amortisation of right-of-use assets | 1,625 | | Employee benefit expenses | 4,434 | | Net provision for write-down of inventories to net realisable value | 65 | | Net provision for expected credit losses on trade receivables | 180 | [Income Tax (Note 8)](index=23&type=section&id=Income%20Tax%20%28Note%208%29) For the six months ended June 30, 2023, income tax expense primarily originated from Singapore, with an expense of S$338 thousand for the period, resulting in a total income tax expense of S$328 thousand Income Tax Expense (For the six months ended June 30) | Item | 2023年 (S$ thousand) | | :--- | :--- | | Current — Singapore: Expense for the period | 338 | | Current — Singapore: Over-provision in prior years | (10) | | **Total** | **328** | [Dividends (Note 9)](index=24&type=section&id=Dividends%20%28Note%209%29) The Board resolved not to declare any interim dividend for the period ended June 30, 2023 - The Board resolved not to declare any interim dividend for the period ended June 30, 2023[84](index=84&type=chunk) [Earnings Per Share Attributable to Owners of the Company (Note 10)](index=24&type=section&id=Earnings%20Per%20Share%20Attributable%20to%20Owners%20of%20the%20Company%20%28Note%2010%29) Basic earnings per share of 0.03 cents is calculated based on profit for the period attributable to owners of the Company of S$656 thousand and the weighted average of 2,000,000,000 ordinary shares outstanding during the period Earnings Per Share (For the six months ended June 30) | Metric | 2023年 | | :--- | :--- | | Profit for the period attributable to owners of the Company (S$ thousand) | 656 | | Weighted average number of ordinary shares outstanding (shares) | 2,000,000,000 | | Basic and diluted earnings per share (cents) | 0.03 | [Property, Plant and Equipment (Note 11)](index=24&type=section&id=Property%2C%20Plant%20and%20Equipment%20%28Note%2011%29) For the six months ended June 30, 2023, the Group purchased assets at a cost of approximately S$687 thousand, a significant increase compared to the same period last year Additions to Property, Plant and Equipment (For the six months ended June 30) | Metric | 2023年 (S$ thousand) | 2022年 (S$ thousand) | | :--- | :--- | :--- | | Cost of assets purchased | 687 | 73 | [Right-of-Use Assets (Note 12)](index=24&type=section&id=Right-of-Use%20Assets%20%28Note%2012%29) For the six months ended June 30, 2023, the Group entered into new leases, recognizing right-of-use assets and lease liabilities of approximately S$87 thousand Additions to Right-of-Use Assets and Lease Liabilities (For the six months ended June 30) | Metric | 2023年 (S$ thousand) | 2022年 (S$ thousand) | | :--- | :--- | :--- | | New right-of-use assets | 87 | 1,600 | | New lease liabilities | 87 | 1,600 | [Inventories (Note 13)](index=24&type=section&id=Inventories%20%28Note%2013%29) As of June 30, 2023, the Group's total inventories were S$37,824 thousand, a decrease from S$43,471 thousand on December 31, 2022, primarily comprising merchandise and goods in transit Composition of Inventories (As at June 30) | Item | 2023年 (S$ thousand) | 2022年 (S$ thousand) | | :--- | :--- | :--- | | Merchandise | 33,647 | 38,210 | | Goods in transit | 4,177 | 5,261 | | **Total** | **37,824** | **43,471** | [Trade Receivables (Note 14)](index=25&type=section&id=Trade%20Receivables%20%28Note%2014%29) As of June 30, 2023, net trade receivables were S$10,256 thousand, with the highest proportion aged within one month; the Group maintains strict control over all outstanding receivables, with an expected credit loss provision of S$614 thousand Trade Receivables (As at June 30) | Metric | 2023年 (S$ thousand) | 2022年 (S$ thousand) | | :--- | :--- | :--- | | Trade receivables | 10,870 | 10,642 | | Provision for expected credit losses | (614) | (463) | | **Net** | **10,256** | **10,179** | Ageing Analysis of Trade Receivables (As at June 30) | Ageing | 2023年 (S$ thousand) | | :--- | :--- | | Within 1 month | 7,559 | | 1 to 2 months | 2,419 | | 2 to 3 months | 43 | | Over 3 months | 235 | - The Group seeks to maintain strict control over all its outstanding receivables and implements credit monitoring to minimize credit risk[93](index=93&type=chunk) [Cash and Cash Equivalents (Note 15)](index=26&type=section&id=Cash%20and%20Cash%20Equivalents%20%28Note%2015%29) As of June 30, 2023, the Group's total cash and cash equivalents were S$24,292 thousand, primarily comprising cash and bank balances of S$14,668 thousand and fixed deposits of S$9,624 thousand Composition of Cash and Cash Equivalents (As at June 30) | Item | 2023年 (S$ thousand) | 2022年 (S$ thousand) | | :--- | :--- | :--- | | Cash and bank balances | 14,668 | 12,971 | | Fixed deposits | 9,624 | 7,903 | | **Total** | **24,292** | **20,874** | [Trade Payables (Note 16)](index=27&type=section&id=Trade%20Payables%20%28Note%2016%29) As of June 30, 2023, the Group's total trade payables were S$3,231 thousand, primarily aged within one month, unsecured, and interest-free Ageing Analysis of Trade Payables (As at June 30) | Ageing | 2023年 (S$ thousand) | 2022年 (S$ thousand) | | :--- | :--- | :--- | | Within 1 month | 2,720 | 2,861 | | 1 to 2 months | 279 | 350 | | 2 to 3 months | 39 | 144 | | Over 3 months | 193 | 161 | | **Total** | **3,231** | **3,516** | - The Group's trade payables are unsecured, interest-free, and generally settled on average credit terms of 30 to 60 days[99](index=99&type=chunk) [Other Payables and Accrued Expenses (Note 17)](index=27&type=section&id=Other%20Payables%20and%20Accrued%20Expenses%20%28Note%2017%29) As of June 30, 2023, total other payables and accrued expenses were S$8,100 thousand, primarily comprising accrued expenses of S$4,870 thousand and customer sales return estimates of S$1,278 thousand Composition of Other Payables and Accrued Expenses (As at June 30) | Item | 2023年 (S$ thousand) | 2022年 (S$ thousand) | | :--- | :--- | :--- | | Accrued expenses | 4,870 | 6,175 | | Customer sales return estimates | 1,278 | 2,231 | | Other payables | 646 | 430 | | Dividends payable | 1,306 | – | | **Total** | **8,100** | **8,836** | [Share Capital (Note 18)](index=28&type=section&id=Share%20Capital%20%28Note%2018%29) As of June 30, 2023, the Company's issued and fully paid share capital comprised 2,000,000,000 shares with a total par value of S$3,453 thousand; the 2022 final dividend of 0.38 HK cents per share was approved by shareholders and paid on June 21, 2023 Issued Share Capital (As at June 30) | Metric | 2023年 (S$ thousand) | 2022年 (S$ thousand) | | :--- | :--- | :--- | | Issued share capital | 3,453 | 3,453 | | Share premium | 9,977 | 11,283 | - The 2022 final dividend of **0.38 HK cents** per share was approved by shareholders on June 21, 2023, and fully paid out from the share premium account in accordance with the Articles of Association and the Companies Act of the Cayman Islands[104](index=104&type=chunk) [Notes to the Consolidated Statement of Cash Flows (Note 19)](index=29&type=section&id=Notes%20to%20the%20Consolidated%20Statement%20of%20Cash%20Flows%20%28Note%2019%29) This note details cash flows for property, plant, and equipment additions, with S$667 thousand invested in H1 2023; financing activities saw a decrease of S$8 thousand in borrowings and S$1,577 thousand in lease liabilities Cash for Additions to Property, Plant and Equipment (For the six months ended June 30) | Metric | 2023年 (S$ thousand) | 2022年 (S$ thousand) | | :--- | :--- | :--- | | Cash invested in property, plant and equipment | 667 | 73 | Changes in Financing Activities Assets and Liabilities (January 1 to June 30, 2023) | Item | Changes in cash flows from financing activities (S$ thousand) | | :--- | :--- | | Borrowings | (8) | | Lease liabilities | (1,577) | [Other Information](index=30&type=section&id=Other%20Information) This section discloses directors' and substantial shareholders' interests, share option scheme, competing interests, corporate governance practices, and interim results review; directors and substantial shareholders hold significant shares, the share option scheme is adopted but ungranted, the company complies with corporate governance code, and interim results have been reviewed [Directors' and Chief Executive's Interests in Shares, Underlying Shares and Debentures of the Company and its Associated Corporations](index=30&type=section&id=Directors%27%20and%20Chief%20Executive%27s%20Interests%20in%20Shares%2C%20Underlying%20Shares%20and%20Debentures%20of%20the%20Company%20and%20its%20Associated%20Corporations) As of June 30, 2023, Mr. Ruan Youren and Ms. Wee Ai Quey held 45% of the Company's shares through controlled corporations, while Mr. Gao Quantai held 30% directly and through controlled corporations Directors' Shareholdings (As at June 30, 2023) | Director's Name | Nature of Interest | Number of Shares Held | Approximate Percentage | | :--- | :--- | :--- | :--- | | Mr. Ruan Youren | Interest in controlled corporation | 900,000,000 | 45% | | Ms. Wee Ai Quey | Interest in controlled corporation | 900,000,000 | 45% | | Mr. Gao Quantai | Beneficial owner and interest in controlled corporation | 600,000,000 | 30% | - Mr. Ruan Youren and Ms. Wee Ai Quey are both deemed to have interests in the shares held by Nobel Design International Limited[110](index=110&type=chunk) - Mr. Gao Quantai directly holds **300,000,000 shares** and is deemed to have an interest in the shares held by St. Louis Holdings Pte. Ltd[110](index=110&type=chunk) [Substantial Shareholders' Interests and Short Positions in Shares and Underlying Shares](index=31&type=section&id=Substantial%20Shareholders%27%20Interests%20and%20Short%20Positions%20in%20Shares%20and%20Underlying%20Shares) As of June 30, 2023, except for directors, Nobel Design International Limited held 45% of shares, St. Louis Holdings Pte. Ltd. held 15%, and several spouses of directors were also deemed to have relevant interests Substantial Shareholders' Shareholdings (As at June 30, 2023) | Name/Designation | Capacity/Nature of Interest | Number of Shares Held | Approximate Percentage | | :--- | :--- | :--- | :--- | | Nobel Design International Limited | Beneficial owner | 900,000,000 | 45% | | Ms. Beh Pur-Lin Elaine | Interest of spouse | 900,000,000 | 45% | | Mr. Tan Thiam Siew | Interest of spouse | 900,000,000 | 45% | | St. Louis Holdings Pte. Ltd. | Beneficial owner | 300,000,000 | 15% | | Ms. Sng Su Ying Marian | Interest of spouse | 600,000,000 | 30% | - Ms. Beh Pur-Lin Elaine, spouse of Mr. Ruan Youren; Mr. Tan Thiam Siew, spouse of Ms. Wee Ai Quey; and Ms. Sng Su Ying Marian, spouse of Mr. Gao Quantai, are all deemed to have relevant interests under the Securities and Futures Ordinance[112](index=112&type=chunk)[120](index=120&type=chunk) [Directors' Rights to Acquire Securities](index=32&type=section&id=Directors%27%20Rights%20to%20Acquire%20Securities) Since the Company's incorporation, no rights have been granted to any director, their spouses, or children under 18 to acquire benefits through purchasing shares or debentures of the Company or any other body corporate - Since the Company's incorporation, no rights have been granted to any director, their respective spouses, or children under 18, enabling them to obtain benefits by acquiring shares or debentures of the Company or any other body corporate[116](index=116&type=chunk) [Share Option Scheme](index=32&type=section&id=Share%20Option%20Scheme) The Company adopted a share option scheme on March 28, 2019, to reward contributors to the Group; as of this report date, **200,000,000 shares**, representing **10%** of the Company's issued shares, remain unexercised under the scheme - The Company adopted a share option scheme on March 28, 2019, to reward and incentivize individuals who have contributed to the Group[117](index=117&type=chunk) - As of the date of this report, **200,000,000 shares**, representing **10%** of the Company's issued shares, remain unexercised under the share option scheme[117](index=117&type=chunk) [Competing Interests](index=32&type=section&id=Competing%20Interests) As of the date of this report, no director, controlling shareholder, or their respective associates had any interest in any business that directly or indirectly competes or may compete with the Group's business - As of the date of this report, no director, controlling shareholder, or their respective associates had any interest in any business that directly or indirectly competes or may compete with the Group's business[118](index=118&type=chunk) [Corporate Governance](index=32&type=section&id=Corporate%20Governance) The Company adopted the Corporate Governance Code in Appendix 14 of the Listing Rules and, except for the unseparated roles of Chairman and CEO, complied with applicable code provisions; the Board believes Mr. Ruan Youren's dual role is in the Group's best interest, with sufficient non-executive and independent non-executive directors to balance power - The Company has adopted the principles and code provisions of the Corporate Governance Code set out in Appendix 14 of the Listing Rules as the basis for its corporate governance practices[119](index=119&type=chunk) - The Board believes that for the six months ended June 30, 2023, the Company has complied with the applicable code provisions of the Corporate Governance Code, except for code provision C.2.1 (which states that the roles of chairman and chief executive should be separate)[122](index=122&type=chunk) - The Board believes that Mr. Ruan Youren's dual role is in the best interests of the Group, and with a majority of non-executive directors and independent non-executive directors providing independent judgment, his dual role will not impair the balance of power and authority of the Board[122](index=122&type=chunk) [Standard Securities Dealing Code](index=33&type=section&id=Standard%20Securities%20Dealing%20Code) The Company adopted the Standard Securities Dealing Code for directors of listed issuers in Appendix 10 of the Listing Rules, and established written guidelines for employees with inside information that are no less stringent than the Code; no directors were found to have breached the Code upon inquiry - The Company has adopted the Standard Securities Dealing Code for directors of listed issuers as set out in Appendix 10 of the Listing Rules[123](index=123&type=chunk) - The Company has also established written guidelines for employees who may possess unpublished inside information regarding securities dealings, with these guidelines being no less stringent than the Standard Code[123](index=123&type=chunk) - As of June 30, 2023, based on specific inquiries made by the Company to all directors, no director was found to have breached the Standard Code[124](index=124&type=chunk) [Review of Interim Results](index=33&type=section&id=Review%20of%20Interim%20Results) The Audit Committee has reviewed the unaudited financial information in this report, but the Company's auditors have not yet audited or reviewed it - The Audit Committee has reviewed the unaudited financial information in this report[126](index=126&type=chunk) - The Company's auditors have not yet audited or reviewed the unaudited financial information in this report[126](index=126&type=chunk)

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內 容概不負責，對其準確性或完整性亦不發表任何聲明，並明確表示，概 不對因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。 Design Capital Limited 設 計 都 會 有 限 公 司 （於開曼群島註冊成立的有限公司） （股份代號：1545） 截 至2023年6月30日 止 六 個 月 中 期 業 績 公 告 財 務 撮 要 截至以下日期止六個月 2023年 2022年 6月30日 6月30日 變動 千新加坡元 千新加坡元 % 收益 46,345 44,698 3.7% 毛利 12,809 13,200 -3.0% 期內溢利 733 1,873 -60.9% 本公司股東應佔每股盈利（仙） 0.03 0.08 -62.5% ...

Financial Performance - Total revenue for the fiscal year 2022 was SGD 96.5 million, an increase of approximately SGD 7.3 million compared to fiscal year 2021[7]. - Net profit decreased by approximately 12.8% to about SGD 5.2 million in fiscal year 2022 from approximately SGD 5.9 million in fiscal year 2021[7]. - Revenue from the US furniture sales segment was approximately SGD 63.8 million, representing a 13.1% increase and accounting for about 66.1% of total group revenue[7]. - The gross profit for the fiscal year ended December 31, 2022, was approximately SGD 28.9 million, up from SGD 27.1 million in 2021, representing an increase of about 6.6%[70]. - The gross profit margin decreased from approximately 30.4% in 2021 to about 29.9% in 2022, primarily due to a higher revenue contribution from the lower-margin US furniture sales segment[78]. - Sales and distribution expenses increased by approximately SGD 1.3 million or 11.8% to about SGD 12.5 million for the fiscal year ended December 31, 2022[79]. - The group's financing cost increased by approximately 6.0% from about SGD 0.8 million for the year ended December 31, 2021, to about SGD 0.9 million for the year ended December 31, 2022[81]. - Other income and gains decreased by approximately SGD 1.5 million or 70.2%, from about SGD 2.1 million for the year ended December 31, 2021, to about SGD 0.6 million for the year ended December 31, 2022[84]. - Profit for the year decreased by approximately 12.8%, from about SGD 5.9 million for the year ended December 31, 2021, to about SGD 5.2 million for the year ended December 31, 2022[86]. Dividends - A final dividend of HKD 0.38 per ordinary share is proposed, subject to approval at the upcoming annual general meeting[10]. - The board proposed a final dividend of HKD 0.38 per ordinary share for the fiscal year ended December 31, 2022, down from HKD 1.00 per share in 2021[70]. - The payment of the final dividend is subject to approval by shareholders at the annual general meeting and confirmation that the company can meet its debts after the dividend payment[110]. - If the conditions for the final dividend are not met, it will not be paid[111]. - The distribution of the final dividend from the share premium account will not involve any reduction in the company's capital or share value, and is not expected to have a significant adverse impact on the group's financial position[112]. - The company reported a final dividend of HKD 0.38 per ordinary share for the year ended December 31, 2022, down from HKD 1.00 per share in 2021[144]. Business Strategy and Operations - The company plans to seek new showroom opportunities to expand its furniture business in Singapore during fiscal year 2023[8]. - The company achieved significant contributions from the new Marina Square showroom, which was opened during the COVID-19 pandemic[7]. - The company anticipates that the interior design segment will make a positive contribution to the group in the fiscal year 2023, supported by a strong project pipeline and loyal customer base[77]. - The group operates as a third-party e-commerce platform furniture seller in the US and a mid-to-high-end furniture retailer in Singapore[138]. - The company has been focusing on expanding its market presence in the furniture retail sector[138]. Risk Management - The company has implemented a risk management policy to address potential operational risks, including operational, credit, and market risks[50]. - The company has established strict quality control policies to mitigate operational risks, including inspections of products and supplier factories[52]. - The company has confirmed the effectiveness of its risk management and internal control systems for the reporting period[51]. - The company has a comprehensive risk management framework to address key risks and uncertainties, as discussed in the management discussion and analysis section[141]. Corporate Governance - The board consists of eight members, including three executive directors, two non-executive directors, and three independent non-executive directors[19]. - The company has confirmed the independence of all independent non-executive directors in accordance with listing rules[24]. - The chairman and CEO roles are held by the same individual, Mr. Nguyen You Ren, which the board believes serves the best interests of the company[22]. - The company has established three committees: audit committee, remuneration committee, and nomination committee, each with defined terms of reference[33]. - The audit committee is responsible for providing independent insights on the effectiveness of the group's financial reporting procedures and internal controls[35]. - The company ensures that all significant decisions are made with adequate consultation among board members and relevant committees[29]. - The board has established measurable goals for achieving diversity and will recommend these to the board for approval[39]. - The company has adopted a board diversity policy, considering various factors such as gender, age, and professional experience in board composition[41]. - The board's diversity policy aims to support strategic goals and sustainable development through a diverse board composition[41]. Employee and Management - As of December 31, 2022, the company employed 126 full-time staff, including 71 females and 55 males, with three female senior management members[43]. - Employee costs for the year ended December 31, 2022, were approximately SGD 9.3 million, down from about SGD 10.0 million in 2021[103]. - The employee compensation policy is determined by the remuneration committee based on performance, qualifications, and market statistics[179]. - All directors are required to participate in continuous professional development to maintain their knowledge and skills[31]. Shareholder Information - The company reported a total of 2,000,000,000 shares issued as of December 31, 2022[184]. - Major shareholders collectively own 900,000,000 shares, which is 45% of the total issued shares, indicating significant ownership concentration[189]. - There are no tax concessions or exemptions provided to shareholders for holding the company's securities[180]. - No shareholders waived or agreed to waive any dividends for the year ended December 31, 2022[145]. External Relations - The company is committed to maintaining effective communication with shareholders, particularly through annual general meetings and timely financial reporting[65]. - The company has arranged appropriate directors and officers liability insurance for its directors and senior management[178]. - The company has engaged external professionals to provide internal audit functions and review the adequacy of its risk management and internal control systems[51]. Environmental Responsibility - The board emphasizes the importance of environmental responsibility in executing interior design projects, particularly in Singapore, Malaysia, and Brunei[200].

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內 容概不負責，對其準確性或完整性亦不發表任何聲明，並明確表示，概 不對因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。 Design Capital Limited 設 計 都 會 有 限 公 司 （於開曼群島註冊成立的有限公司） （股份代號：1545） 截 至2022年12月31日 止 年 度 全 年 業 績 公 告 財 務 撮 要 2022年 2021年 變動 千新加坡元 千新加坡元 % 收益 96,525 89,180 8.2% 毛利 28,864 27,073 6.6% 年內溢利 5,161 5,920 -12.8% 本公司股東應佔每股盈利（仙） 0.23 0.24 -4.2% 設計都會有限公司（「本公司」、「我們」或「我們的」）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2022年12月31日 止 年 ...

Revenue Performance - The group's revenue for the six months ended June 30, 2022, was approximately SGD 44.7 million, a decrease of about SGD 3.4 million or 7.0% compared to approximately SGD 48.1 million for the same period in 2021[7]. - Revenue from the US furniture sales segment decreased from approximately SGD 32.6 million to approximately SGD 30.6 million, reflecting ongoing supply chain challenges and rising material costs[10]. - The Singapore furniture sales segment recorded an increase in revenue from approximately SGD 10.4 million to approximately SGD 10.7 million, representing a growth of 2.7% due to the lifting of COVID-19 restrictions[10]. - The interior design segment's revenue decreased by 33.4% from approximately SGD 5.0 million to approximately SGD 3.3 million, attributed to a reduction in projects in Singapore and Malaysia[11]. - Overall, the decrease in revenue was primarily due to declines in the interior design and US furniture sales segments, partially offset by increases in the furniture sales division[18]. - Total revenue for the six months ended June 30, 2022, was impacted by a cost of goods sold amounting to 29,884,000 SGD, down from 31,429,000 SGD in the previous year, indicating a reduction of about 4.9%[113]. - The company reported a total of SGD 41,370,000 in customer contract revenue for the six months ended June 30, 2022, with SGD 30,647,000 coming from US furniture sales[107]. - The revenue from Singapore for the same period was SGD 13,878,000, while Malaysia and Brunei contributed SGD 173,000[107]. Profitability and Financial Performance - The group's profit decreased by approximately 46.3% from about SGD 3.5 million for the six months ended June 30, 2021, to about SGD 1.9 million for the six months ended June 30, 2022, mainly due to a reduction in other income and gains by approximately SGD 1.2 million from government COVID-19 relief programs and insurance claims[21]. - Gross profit for the same period was SGD 13.200 million, down from SGD 13.928 million, reflecting a gross margin of 29.5%[55]. - The company reported a net profit of SGD 1.873 million for the six months ended June 30, 2022, compared to SGD 3.489 million in the previous year, representing a decline of 46.2%[55]. - The total comprehensive income for the period was SGD 2.750 million, down from SGD 3.835 million in the prior year[58]. - The group's gross profit for the six months ended June 30, 2022, was 1,625,000 SGD, a decrease from 2,975,000 SGD for the same period in 2021, reflecting a decline of approximately 45.4%[118]. Cash Flow and Liquidity - The group held cash and cash equivalents totaling approximately SGD 28.5 million as of June 30, 2022, compared to approximately SGD 40.7 million as of December 31, 2021[22]. - The cash and cash equivalents decreased significantly to SGD 28,479,000 from SGD 40,662,000, a decline of 30.1%[60]. - Operating cash flow for the six months ended June 30, 2022, was a net outflow of SGD 10,086,000, compared to an inflow of SGD 7,415,000 in the previous year[73]. - The company’s financing activities resulted in a net cash outflow of SGD 2,159,000, compared to SGD 2,746,000 in the prior period[76]. - Cash and cash equivalents decreased by SGD 5,618,000, resulting in a balance of SGD 14,304,000 at the end of the reporting period, down from SGD 40,962,000[76]. Assets and Liabilities - As of June 30, 2022, the total borrowings of the group were approximately SGD 43,000, down from approximately SGD 55,000 as of December 31, 2021[22]. - The total assets as of June 30, 2022, amounted to SGD 102,279,000, compared to SGD 100,210,000 as of December 31, 2021, indicating a growth of approximately 2%[98]. - Total liabilities increased to SGD 48,132,000 as of June 30, 2022, from SGD 45,280,000 at the end of 2021, reflecting a rise of about 6.1%[98]. - The net asset value decreased to SGD 54,147,000 from SGD 54,930,000, a decline of 1.42%[63]. - The total liabilities under "Other Payables and Accrued Expenses" amounted to SGD 16,316,000, an increase of 24.5% from SGD 13,091,000 as of December 31, 2021[137]. Shareholder Information - The total issued and paid-up capital remained at 2,000,000,000 shares with a par value of HK$0.01 per share, unchanged from December 31, 2021[140]. - As of June 30, 2022, the company had a total issued share capital of SGD 3,453,000, consistent with the previous year[140]. - The company’s major shareholders include Mr. Ruan Youren and Ms. Wee Ai Quey, each holding 900,000,000 shares, representing 45% of the total issued shares[149]. - Non-executive director Mr. Gao Quantai directly holds 300,000,000 shares, equivalent to 15% of the total issued shares[150]. - The total number of issued shares as of June 30, 2022, was 2,000,000,000 shares, with no other significant changes reported among directors or key executives[151]. Corporate Governance - The board decided not to declare any interim dividend for the period ended June 30, 2022[39]. - The company has complied with the corporate governance code, except for the separation of roles between the Chairman and CEO as per code provision C.2.1[171]. - The audit committee consists of five members, including non-executive and independent non-executive directors, ensuring proper oversight of financial reporting[174]. - The company has established written guidelines for securities trading for employees who may hold unpublished inside information, adhering to the standards set forth in the listing rules[172]. - The company will continue to review its corporate governance policies to ensure alignment with best practices and recent developments[171].

Financial Performance - Total revenue for the fiscal year ended December 31, 2021, was SGD 89.2 million, a decrease of approximately SGD 25.1 million compared to the fiscal year ended December 31, 2020[9]. - Net profit decreased by 32.8% from SGD 8.8 million in 2020 to SGD 5.9 million in 2021[9]. - Shareholders' profit decreased from SGD 7.4 million in 2020 to SGD 4.8 million in 2021[9]. - Gross profit for the same period was approximately SGD 27.1 million, down 16.8% from SGD 32.5 million in 2020[85]. - The group's revenue decreased by approximately SGD 25.1 million or 22.0% to about SGD 89.2 million for the fiscal year ended December 31, 2021, compared to approximately SGD 114.3 million for the previous fiscal year[97]. - The group's net profit for the fiscal year ended December 31, 2021, decreased by approximately 32.8% to about SGD 5.9 million, down from approximately SGD 8.8 million for the previous fiscal year[104]. - Total cash and cash equivalents as of December 31, 2021, were approximately SGD 40.7 million, down from approximately SGD 50.3 million as of December 31, 2020[105]. - The current ratio as of December 31, 2021, was approximately 2.7, compared to approximately 2.9 as of December 31, 2020[105]. - The group's administrative expenses decreased by approximately SGD 1.3 million or 11.8% to about SGD 9.8 million for the fiscal year ended December 31, 2021[99]. - The group's financing costs increased by approximately SGD 0.1 million to about SGD 0.8 million for the fiscal year ended December 31, 2021, primarily due to new long-term lease agreements[100]. - Other income and gains decreased by approximately SGD 0.3 million or 12.5% to about SGD 2.1 million for the fiscal year ended December 31, 2021[102]. Revenue Segmentation - Revenue from the US furniture sales segment was approximately SGD 56.4 million, a decrease of about 34.2% compared to 2020, accounting for approximately 63.3% of total group revenue[9]. - Revenue from the furniture sales segment in Singapore increased to approximately SGD 17.5 million, up from SGD 12.9 million in 2020, due to the easing of COVID-19 restrictions[90]. - Revenue from special projects in the furniture sales segment increased to approximately SGD 5.0 million, up from SGD 4.4 million in 2020, attributed to increased project deliveries as COVID-19 restrictions were relaxed[91]. - Interior design and renovation service revenue decreased to approximately SGD 10.2 million from SGD 11.2 million in 2020, due to a reduction in projects in Brunei and Singapore[92]. Strategic Plans and Challenges - The company anticipates challenges in 2022 due to ongoing supply chain disruptions and increased shipping costs, but plans to enhance product offerings and implement growth strategies cautiously[93]. - The company plans to replenish inventory of best-selling products and develop new products to enhance supply capabilities in the fiscal year 2022[10]. - The company aims to manage business prudently and implement cautious development strategies amid market volatility and geopolitical conditions[10]. - The company will continue to focus on nurturing new brands and products, leveraging the momentum in the real estate market, particularly in the high-end and luxury segments[94]. Corporate Governance - The board consists of eight members, including three executive directors, two non-executive directors, and three independent non-executive directors[21]. - The board held four meetings during the reporting period, with all directors in attendance, including a meeting in March 2022 to review annual performance and recommend the final dividend for the year ending December 31, 2021[22]. - The company has maintained compliance with listing rules by appointing at least three independent non-executive directors, one of whom possesses appropriate professional qualifications or financial management expertise[27]. - The board is responsible for leading and monitoring the company, guiding management, and ensuring effective internal controls and risk management systems[29]. - The company has established three committees: the Audit Committee, the Remuneration Committee, and the Nomination Committee, each with defined written terms of reference[36]. - All directors are encouraged to participate in continuous professional development to ensure their contributions remain informed and relevant[33]. - The company provides appropriate insurance coverage for directors and senior management against legal actions arising from their business activities[32]. - The chairman and CEO roles are held by the same individual, which the board believes serves the best interests of the company[24]. - The company has adopted a board diversity policy, recognizing that diversity enhances operational performance and quality[43]. - The board diversity policy considers various factors, including gender, age, cultural and educational background, and professional experience[44]. - The Nomination Committee will report on board composition and monitor the implementation of the board diversity policy annually[49]. - The company has established a nomination policy outlining key selection criteria for board appointments and succession planning[50]. - The board is responsible for reviewing corporate governance policies and practices, including compliance with legal and regulatory requirements[52]. Risk Management - The company has implemented a risk management policy to address potential operational risks, including operational, credit, and market risks[55]. - The audit committee assists the board in reviewing the effectiveness of the risk management and internal control systems[59]. - The board confirmed the effectiveness of the risk management and internal control systems during the reporting period[59]. - The company has established internal control measures to promote effective business operations and compliance with regulatory requirements[58]. - The company has outlined its major risks and uncertainties in the management discussion and analysis section of the annual report[159]. Shareholder Information - A final dividend of HKD 0.01 per ordinary share is proposed, subject to approval at the upcoming annual general meeting[11]. - The board proposed a final dividend of HKD 0.01 per ordinary share for the year ended December 31, 2021, compared to HKD 0.0128 per share for the previous year[127]. - The final dividend distribution is subject to shareholder approval at the annual general meeting scheduled for June 28, 2022[129]. - The board believes that the distribution of the final dividend will not have a significant adverse impact on the group's financial position[131]. - The company allows shareholders holding at least 10% of the paid-up capital to request a special general meeting[73]. - The company has not reported any shareholder waiving or agreeing to waive dividends for the year ended December 31, 2021[162]. Employee and Management Information - The group employed 132 full-time employees as of December 31, 2021, a decrease from 136 in the previous year[120]. - Employee costs for the year ended December 31, 2021, were approximately SGD 10.0 million, a decrease from SGD 10.8 million in 2020[121]. - The employee compensation policy is determined based on performance, qualifications, and market statistics[198]. - 高先生 has over 25 years of experience in the property and hotel industry, overseeing corporate development and strategic planning for the group[140]. - 林瑞慶先生 has over 20 years of experience in auditing, accounting, and financial management, responsible for corporate development and strategic planning[141]. - 吳佩詩女士 has over 15 years of experience in sales and marketing, currently overseeing project sales and management for special projects[149]. - 符金春女士 has over 20 years of experience in sales, marketing, and business development in the furniture industry, responsible for procurement of new products[152]. - 林女士 has over 15 years of experience in interior design and property development, focusing on business development[151]. - 高先生 was appointed as a non-executive director in March 2018, indicating a strategic leadership role within the company[140]. - 林瑞慶先生 has been the group financial director since September 2014, highlighting his key role in financial oversight[142]. - 吳先生 has over 25 years of experience in finance and fund management, serving as an independent non-executive director since March 2019[145]. - Wee先生 has been involved in mergers and acquisitions and financial consulting since 2015, indicating a focus on strategic growth[146]. - 林文正先生 serves as the chairman of the audit committee, emphasizing the importance of governance and oversight within the company[144]. Miscellaneous - The company is a third-party e-commerce platform furniture seller in the U.S. and a mid-to-high-end furniture retailer in Singapore[156]. - The group made charitable donations totaling SGD 16,000 during the year[180]. - The group acquired property, plant, and equipment at a cost of approximately SGD 1.3 million during the year[174]. - No management or administrative contracts were established for the group or any significant business segment as of December 31, 2021[194]. - No significant transactions, arrangements, or contracts involving directors or their related entities were in effect as of December 31, 2021[195]. - No significant contracts were established with any controlling shareholders or their subsidiaries as of December 31, 2021[196]. - The company has provided indemnification clauses for directors and senior management against liabilities incurred in their roles, effective until December 31, 2021[197]. - The company has not made any further investments in investment properties during the year[166]. - There were no significant events affecting the group from the start of the financial year until the date of the report[158]. - The net proceeds from the listing amounted to HKD 105.2 million (approximately SGD 18.2 million) after deducting related listing expenses[167]. - The company allocated 62.1% of its net proceeds to inventory procurement, amounting to approximately HKD 65.351 million[168]. - The company plans to enhance sales and marketing efforts, allocating 8.4% of its net proceeds, which is approximately HKD 8.84 million, to improve brand loyalty and recognition[168]. - The furniture sales segment reported a rental expense of approximately HKD 10.839 million, with a utilization of 10.3% of the net proceeds as of December 31, 2021[170]. - Capital expenditure for new sales points amounted to approximately HKD 3.052 million, representing 2.9% of the net proceeds[170]. - Brand awareness initiatives accounted for approximately HKD 2.631 million, or 2.5% of the net proceeds[170]. - Warehouse expansion in Singapore incurred costs of approximately HKD 2.105 million, which is 2.0% of the net proceeds[170]. - General working capital for the group was approximately HKD 8.734 million, representing 8.3% of the net proceeds[170]. - The total amount utilized from the net proceeds was approximately HKD 105.235 million, with a remaining balance of approximately HKD 23.493 million[170]. - The largest customer accounted for approximately 26.3% of the group's revenue, while the top five customers collectively represented about 62.5%[183]. - The top five suppliers contributed approximately 27.9% to the total procurement amount, with the largest supplier accounting for about 7.7%[183].

DESIGN CAPITAL LIMITED 設計都會有限公司 中期報告2021 於開曼群島註冊成立之有限公司 股份代號 1545 設計都會有限公司 / 2021年中期報告 | --- | --- | --- | |-------|-------|----------------------------------| | | 2 | 目錄 \n公司資料 | | | 3 | 管理層討論及分析 | | | 10 | 中期簡明綜合損益及其他全面收益表 | | | 12 | 中期簡明綜合財務狀況表 | | | 14 | 中期簡明綜合權益變動表 | | | 16 | 中期簡明綜合現金流量表 | | | 18 | 中期簡明綜合財務報表附註 | | | 31 | 其他資料 | 公司資料 | --- | --- | |----------------------------------------------------------------------------------|------------------------------------------------------------------------- ...